Twilight the Terrible
by RK-Striker-JK-5
Summary: Twilight's exam goes horribly wrong, leaving the filly with Celestia's power. Now Nightmare Moon is back, but she'll need help from some familiar ponies to stop the Terrible Tyrant...
1. Chapter 1

Here we go!

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><p><em>It was at the edge of consciousness, her sight first returning, then hearing, smell, taste and touch. Her sense of magic flared to life as She felt the stars moving, aligning to twist open her dimensional prison-as She had set it in motion, a thousand years ago.<em>

_After a moment of eternity, the spell holding her prisoner in the Moon shattered, freeing Nightmare Moon. She flew forth, wings spread out from her body, her ethereal mane and tail streaming behind her. Nightmare Moon fell from her prison, descending to her home, to take her rightful place as Equestria's ruler..._

Nightmare Moon's reverie broke as she flew over the land, the trees with barely any leaves and the fields little more than stretches of dirt. Glowing eyes widened as she beheld a sick land, not yet dying but not well. "What is the meaning of this?" she bellowed, as she flew over farms with stunted crops. "This is the Summer Sun Celebration, is it not? Why does it look like winter with no snow?"

The Alicorn paused in midflight and looked around, kicking at the air as she focused on the sky. Most of it was dark, but the edge of the horizon was a sliver of brilliant orange. The sun, her sister's domain, hung low in the sky, the moon over it in eclipse. No stars shone in the sky, a deep, endless expanse of inky blue.

Nightmare Moon's lips curled back in a sneer. "So, my dear Sister! Unable to control both the sun and moon? I knew without me Equestria would fall into disarray." She leaned forward and her horn glowed a deep blue as she latched onto the moon, her body, and willed it to move.

Nothing happened.

The Princess of the night grunted and her wings flapped. She flew back as she focused all her might on the moon, her domain, her former prison and now object of her will. _Move... __**move!**_

The moon remained in place, hanging over the sun and casting Equestria in twilight.

Nightmare Moon snorted, lightning flashing from her nostrils. She reached out, sensing the powerful magic holding the moon in place. She traced its path, all the way to Canterlot. She twisted around, angling towards the former fortress. _So, my enemy takes residence in the ancient fortress of the Mages? Very well, I shall smite thee and take my rightful place as ruler of the night!_

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><p>Fancy Pants, prime minister of Equestria, backed away from the throne as the occupant glared at him. "B-but your majesty," he began, his monocle shifting slightly in his telekinetic grasp. "It's not that nopony doesn't want to celebrate, it's just..." His voice trailed off as he unconsciously glanced to a window and the eternal dusk outside. "With crops barely enough to sustain the population, they just can't." He hung his head and sighed, tensing for the ten thousandth time.<p>

The throne's occupant, a purple unicorn filly half Fancy Pants' size, glared down at him with white eyes. _"But why?"_ Twilight Sparkle demanded, horn ablaze with light, a pillar of energy. She hopped off the throne and approached Fancy Pants. She snorted, a white cloud coming out. _"All I want is for everypony to be happy, and I'm trying my best with the sun!"_ She followed Fancy Pants' gaze out to the window, where the sun hung in place. _"I've almost got it, too. I think it twitched today!"_ She clapped her front hooves together. _"Soon, I'll fix everything. Don't you worry!"_

Fancy Pants clamped down on his lips and merely nodded. "As you say."

Twilight's head suddenly shot around and her eyes widened. _"What is this? I feel something-no, someone! Such power, too!"_ Her horn's energy changed in color, going from pure-white to gaining tinges of purple to it. She walked to the window overlooking the sun's position. Her eyes narrowed the slightest fraction, staying like that for a few minutes before widening again. She looked back to Fancy Pants. _"Send out the royal guard in escort formation, but tell them if any one of them attacks, I'll be VERY angry. Get it?"_

Fancy Pants nodded and dropped down to one foreleg before rising back up to all fours and trotting out. Twilight turned herself and walked to a door hidden behind the throne and opened it. She entered a small, dimly-lit room and walked up to a bed, her horn chasing away some shadows and casting others with sharp angles and lines. _"Someone's coming_," she said to the bed's occupant, her voice dropping as low as it could. _"But don't worry, Princess. I'll make sure they don't mess anything up!"_

The dull-white Alicorn stirred, her matted wings stirring slightly. Princess Celestia's head rose and her bleary eyes gained focus for a moment. "Nnnooooo..." she drawled out. "Pl-please, Twilight. I can help you, but you need-"

_"Help, why would I need help?"_ Twilight said, her right eye twitching ever so slightly. She reached out with a foreleg and patted Celestia on her forehead, right in front of her little nub of a horn. _"Don't worry, I almost made the sun move today. Isn't that great?" _ She stood back. _"Don't worry, Princess. As soon as I deal with whoever's messing with the moon, I'll get right back to fixing the sun. You'll see!"_ She turned and trotted out of the room, her eyes flashing wildly. _"You'll all see..."_

Celestia's eyes focused on Twilight as she left. She heaved her head up, but a wave of dizziness hit the Alicorn, causing her to crash once more to her bed. She groaned slightly as a presence made itself known to her, one not felt in a thousand years. Tears streamed from her eyes as Luna approached. "L-Luna... _run!"_

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><p>Nightmare Moon circled over Canterlot, glowing eyes focused on the cracked minarets, faded white paint and the general state of decay. A few ponies wandered the streets, bundled up in thick clothing that spoke more to functionality than form. A small gasp escaped her lips as she beheld a large, grotesquely-misshapen green dragon, sitting in an open lot. A Pegasus hovered near its gaping maw of a mouth, dumping a few gems into its mouth.<p>

Anger welled up inside Nightmare Moon's breast. "Sister, I knew you were soft, but you were _never_stupid! Has the Griffin Empire invaded?" She suddenly paused in midair. "Is this... Discord?" She suddenly dove, sending a few ponies galloping away in fright as she narrowed her eyes, casting her senses out.

The trail led to a large field of withered grass, little tufts of bushes and a few scattered statues in various states of disrepair. One statue, a mismatched conglomeration of animal parts, stood out simply by virtue of having no cracks upon its surface. Nightmare Moon touched down in front of the prison of the God of Chaos and walked up to it, horn glowing. She paced in front of the frozen draconequus for a span of moments. "Still frozen, beast. We did well with you." Her head whipped around as she felt the air stirred by wingbeats. "Who dares approach me?"

A dozen white-coated Pegasi, each one clad in the gold armor of the Royal Guard, flew down, touching down and trotting to a stop in front of the Alicorn. The one on point dipped his head. "Greetings from... the interim caretaker of Equestria," he said, voice dipping low.

Nightmare Moon regarded him, eyes narrowing and lip curling back. "'Interim caretaker'? Interim-what do you speak of? Celestia is not on the throne? What madness is that?" She stalked up to the Pegasus, mane flaring out and lightning crackling with each stroke of her hooves, leaving scorch marks upon the dead grass. She leaned her head down, boring into the Pegasi's eyes with her own white orbs."Speak quickly, or forever hold your peace."

The Pegasus swallowed, but held his ground. "There was an... incident, five years ago. I cannot say more." Sweat beaded on his brow. He took a breath and continued speaking as he felt Nightmare Moon's penetrating gaze. "Please, I beg of you," he whispered. "If you must kill, kill me but spare my squadron." His eyes finally darted away and he stepped back, head hanging.

It was a span of heartbeats before Nightmare Moon smiled."You have courage, and honor. Tell me, what is your name?"

The Pegasus looked back up. "Spanish Steel." He clicked his hooves together. "Sergeant of the Royal Guard." Spanish Steel regarded her. "But if I may, who are _you_?"

Nightmare Moon snorted. She held up a foreleg and pointed up to the moon, hanging over the sun. "Tell me, when you were a colt, did you ever hear of the Mare in the Moon? The Nightmare sealed away?" She bared her teeth and chuckled. "That was me, but now, after a thousand years, I have returned to take back my throne!" She spread her wings and thunder crashed in the clear skies. "Whether it is my Sister or this... caretaker, it matters not. My destiny shall not be denied me a second time!"

Spanish Steel dropped to one foreleg, the rest of his squadron following suit. "Then we shall escort you to the Royal Palace," he said, standing back up.

Nightmare Moon nodded to him as she strode forward, the Pegasi breaking rank and reforming around her. "Good," she intoned. She looked to the sky and spread her wings, tensing her legs before springing into the air and leaving four small craters on the ground as she and the squadron took off for the best-maintained building in Canterlot.

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><p>Twilight paced about the throne room, empty save for herself. Her head swung back and forth, the energy around her horn flashing with every step of her hooves. <em>"I need the farm reports!"<em> she bellowed. _"If I read them, I can understand them. And if I understand them, maybe I can figure out how to grow more food."_ She stopped in mid-stride. _"Get me Blueblood, on the double! No, not him. Shining Armor?"_ Her head whipped around. _"Shining Armor, where are-"_

The doors at the far end of the throne room suddenly bulged, a split-second before disintegrating into shower of splinters and chunks of metal. Nightmare Moon strode in, mane and tail flaring out behind her. "I am Nightmare Moon!" she bellowed. Her eyes focused on Twilight and her jaw dropped as she saw the cone of magical energy around the young filly's horn. "By the Herd, what is..."Her voice trailed off. "That power, I know it." She snorted and pawed at the ground, digging up the tiles. "You, what have you done with my Sister?"

Twilight stopped her pacing and looked to Nightmare Moon, then to the doorframe and the debris scattered about. _"What the-now I've got to get the DOOR fixed too? As if I don't have enough on my plate with the sun!"_ She suddenly focused her own glowing eyes on Nightmare Moon. _"Wait, I know you... "_ She suddenly gasped and cantered back, the energy around her horn blazing forth for a second before settling down. _"You're Nightmare Moon!" _she exclaimed. _"I read about you in the archives of the Royal Library!"_

A smile slowly crept across Nightmare Moon's mouth. "Ah, so I am not completely forgotten? Good." She lowered her head and her horn lit up with her magic, the smile falling away. "What has happened to Celestia, foal? You wield her power with all the grace of a sledgehammer!"

Twilight's jaw dropped. _"H-hey!"_ she stuttered out. _"I-I'm doing the best I can, here!"_ She stalked forward, stopping a few feet from Nightmare Moon. _"Probably better than how you would! You wanted eternal night! I'm at least trying to fix things here!"_ she glanced to the window and wandered over. _"I didn't mean to! It just all happened and now the sun's broken, but I'm going to fix things for Princess Celestia!"_ She whirled about to face Nightmare Moon once more. _"You'll see! Fancy Pants doesn't think I can do it, and neither does his... friend, I think. Blueblood didn't either, but I showed him!"_

Nightmare snorted, sending forth billowing steam from her nostrils. "You have dodged my question, child." She stalked forward, punctuating each word with the _slam_of her gauntleted hooves upon the floor. "Where. Is. My. Sister?"

Twilight's blank eyes stared back and she hung her head, a single black tear falling from her eye. She walked to the door near the back, right behind the throne. _"I didn't mean to,"_ she muttered, opening the door. _"It just... happened."[_

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><p><em>Twilight writhed and twisted in the sphere of white, all senses blocked by the hammering in her skull. Her parents flashed, changing into plants. The instructors floated in midair, helpless under her unrestrained onslaught of power coursing through her.<em>

_She spun about as a flash of white passed by her. Celestia appeared and reached out to the young filly. Twilight's forelegs shot out... and twin beams of energy emerged from her hooves, striking and enveloping the Princess, wrapping around her body. Celestia cried out, her horn suddenly shrinking, her wings shedding feathers. "Twilight Sparkle... stop... this... please?"_

_All of Equestria shook, from the outer borders to Canterlot itself. The sun dipped low in the sky, stopping at the edge of the horizon. The sky dimmed, turning a deep blue as the air chilled. And a lone Pegasus filly returned to Cloudsdale, her cutie mark still shiny on her flanks and blissfully unaware of what had transpired._

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><p>Nightmare Moon stood in the doorway, stunned silent. Even her mane and tail had flattened out, hanging limply from poll and dock, respectively. She took a numbing step forward into the room that held Celestia's withered form. "Sister?" she whispered.<p>

Celestia's head lifted slightly and a single eye opened. "L-Luna..." She groaned and panted as that single action drained her. "I'm sorry... you had... to see me like this." Her head fell back to the bed and her torso heaved. "Not her... fault..."

Nightmare Moon was beside her bed in an instant. She raised a foreleg and pressed it against Celestia's right shoulder, shaking her. "Celestia, Celestia!" she cried out. Her head darted back and forth and her eyes dimmed slightly. Her breathing quickened as the shaking increased in tempo. "Wake up-wake up! It wasn't supposed to be like this! It was to be in battle, between two equals! Sister, please!"

Twilight's voice called out from the throne room, shaky and wavering. _"It wasn't my fault! I didn't do it on purpose! It just... happened, but I'm trying to fix it!"_ The aura around her horn blazed a violet-white. _"I need to fix it, otherwise I'll be a failure, like before! But I'm a big mare, now, and I'm going to-"_

A solid-black beam of energy shot from Nightmare Moon's horn, striking Twilight directly on the chest and sending her hurtling back through a wall on the far side. The entire wall shuddered before collapsing into a large mound of concrete and rebar, sending out a large cloud of dust.

The Alicorn emerged from Celestia's room, teeth bared and sharp. **"I shall rend the marrow from your bones!"** she screamed, the air reverberating. Spittle flew from her mouth as she walked forward and tears flowed freely from her eyes. **"You have hurt my Sister, the one being who might be my equal! You pathetic filly, without even a cutie mark! She is Ruler of the Undying Sun, Caretaker of Dream Valley and my Sister! You will **_**pay**_** for what you have-"**

The mound of rubble suddenly _exploded_, sending debris flying in all directions. A shield sprung up around Nightmare Moon, deflecting any incoming shrapnel from her. Her mouth dropped as Twilight floated out from the mound, unharmed. **"But how?"**

Twilight snarled and moaned, her entire body twitching. _**"I told you I'll FIX IT!"**_she screeched. She held up her forelegs and a beam of energy emerged from each, intersecting a few feet away from the filly and striking Nightmare Moon's shield head-on. It strobed over the barrier, engulfing it and battering the magic down.

Nightmare Moon quickly trotted backwards, leaning her head forward. Her horn was completely covered in energy and her wings beat as she poured every bit of energy she had into the shield. She suddenly leapt into the air mere moments before it failed, barely dodging the blast of energy below her hooves.

A sudden telekinetic strike _slammed_ into Nightmare Moon's side, sending her pinwheeling about the upper levels of the throne room. Her head spun and sides ached from the blow. A voice echoed from below, a thunderhead of a foal's tantrum. _**"I can fix this! Don't you DARE stop me from fixing this! I broke it, so it's my responsibility to fix what I did wrong! It's what Mom and D-d-d-Dad taught me!"**_

Nightmare Moon stopped spinning. She looked around and spotted the window. Her wings spread and she flew through it, limbs stretched fore and aft. She sailed into the sky and turned around even as Twilight floated up into the eternal dusk. Her eyes flashed and stomped her hooves on the air, sending forth bolts of lightning, but they bent around Twilight's upright form. Another telekinetic wave rippled out, but Nightmare Moon managed to fly up and over it-only to be struck by another shot from Twilight's horn. The Alicorn flew back, tumbling through the air. Her wings spread out and she slowed down, but a cough wracked her body as she spat blood from her mouth. Her eyes darted about and she cast out her senses, quickly locating Twilight as she approached. Nightmare Moon kicked at the air, swinging herself around as she shot off once more, eyes wide with a new emotion clutching at her heart-terror.

Twilight fired off several more bolts from her horn and forelegs, each one narrowly missing. _**"Get back here!"**_ she bellowed. _**"You have to be punished for what you did!"**_ She leaned back before casting out, snaring Nightmare Moon. Her right eye twitched. _**"Yeah, you'll be punished. You did some bad things, Nightmare Moon!"**_

Nightmare Moon paid her no mind as she kicked at the air, whinnying and nickering. But she slowly slid back to Twilight. _No, NO! I must get away from this mad filly, I must!_Her horn glowed and a thin beam of energy shot up. Her head twisted and turned as she was dragged down, down to the filly who had stolen her sister's powers and sent Equestria into ruin.

Her horn sliced straight down, tearing a hole in the sky. The crack yawned open, distorting and rippling. Twilight gasped and Nightmare Moon surged forward, kicking and flapping against the filly. She entered the hole just as it closed, her ephemeral tail barely making it through before the hole closed up.

Twilight floated in the sky for a few moments, mouth open and eyes wide. A few groans came from her throat before she kicked at the air, the energy from her horn shooting up into the sky. _**"Get back here!"**_ she shouted. _**"That's not fair! You did a bad thing and you have to come back and fix it! You have to FIX IT!"**_ Lightning crackled and winds howled as she continued, tears falling from her eyes. Eventually, she turned around and flew off, back to Canterlot and landing near the dragon. She dropped down to her knees, still sobbing. _**"I-I'm trying my best! Why can't anypony see it?"**_ Her crying died down as a rather large claw stroked down her back. She raised her head and looked up at the dragon, sniffling. _**"T-thanks, Spike."**_

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><p><em>She fell through the nothing and felt the tides of time and judgment and saw all and nothing and ice and heat and hot and...<em>

The bright blue sky yawned open and Nightmare Moon tumbled out, corkscrewing through the sky. Her wings spread out, but she continued down, down to the ground and the green grass and lush trees and open fields...

_Where am I?_

Her thoughts were interrupted as the ground rushed up to meet her. She slammed into the dirt, digging the soil up as she continued tumbling and rolling across the fertile, rich earth. Aches and pains she never knew she could have sprung up over every inch of her nigh-immortal body as she continued, finally coming to a stop just outside a small town, near a large forest.

Nightmare Moon lifted her head up and blinked, but the entire world swam. Her eyes lost their glow for a split-second before it returned. She ground her teeth together and concentrated, willing the world into focus. She caught sight of a flash of purple and turned, the dizziness returning. What she saw caused a smile to form. _Perhaps I am in Tartaurus? Tirac, have you come to claim me?_ she thought as the filly, who had wielded the powers of a goddess and was now all grown up, stared right back at her. Then the world was swallowed up once more by darkness.

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><p><strong>Author's notes<strong>

A little something new from me, spun out of discussion at Spacebattles. Thanks to all the guys there for their ideas and posts. Please read and review.


	2. Chapter 2

Here we go!

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><p>Twilight sighed as a daisy sandwich floated up to her mouth. She took a bite of it, savoring the flavor before chewing and swallowing. She drank in the birds chirping, the slight breeze on her coat and the feel of the blanket beneath her as she sat outside Fluttershy's cottage with her five best friends and the dragon who was like a younger brother to her. Finally, she opened her eyes-to find Rainbow Dash hovering about two inches from her nose. "Ack!" she cried out, falling back and dropping the sandwich.<p>

Dash flitted about in the air, rubbing her hooves together. "So, do you think they'd like my idea?" she asked, grinning so wide her muzzle almost split. "I mean this has to be the _best_Daring Do fiction written ever!"

Applejack rolled her eyes and rose from near the basket. "Honestly, Dash. That yarn's about as interestin' as a trip to tha spa." She suddenly glanced to her side as Rarity rose from her couch. "And I ain't takin' it back, neither," she spat out, smirking.

Rarity rolled her eyes and lay back down. She looked to Dash as the Pegasus landed. "Honestly, Dash. It's heavily padded, the action is told rather than shown and your new character is you with a new mane job!"

Dash hopped back into the air and cocked her head to the side. "And?"

Silence permeated the picnic before Fluttershy coughed. "Well... maybe you could spend some more time with Daring as opposed to... Multicolor Trot?" She shrank slightly as everyone there turned their eyes to her. "Well, it's a thought at least?" She pasted a grin onto her face, but her cheeks still burned scarlet.

Dash shrugged and looked to Pinkie Pie even as she stuffed a hoofful of cupcakes into her mouth. "Pinkie, what do you-"

The pink Earth pony suddenly dropped her cupcakes off her hoof and her eyes went wide. Her mane, tail and entire body suddenly shook and she bounced up and down on the blanket. "Twitch! Something big's-" She suddenly leapt forward, forelegs stretched out as she tackled Dash to the ground.

The pair rolled off the blanket. "Pinkie Pie, what the hay are you-" Dash's rant was silenced as the sky above _stretched_, yawning open with a midnight-blue flash of energy. A large mass tumbled out, pinwheeling around in the sky before crashing a dozen meters away.

Twilight hopped to her hooves. "What in the wide world of Equestria?" She narrowed her eyes at the dark form. "We've got to check that out!"

Spike's eyes widened. "Twilight, are you _nuts_? We don't know who or what that thing is!"

Rarity nodded as she hopped off her couch. "I agree with Spike, Twilight. Sometimes discretion may be the better part of-"

Dash slithered out of Pinkie's grasp and flew up into the air. "I'm on it!" she said, tossing off a salute before speeding off, a multicolored contrail streaming behind.

Fluttershy gasped. "Dash, wait up! It could be dangerous!" The Pegasus swallowed before jumping into the air, flying off after her oldest friend. She paused at the edge of the blanket and looked back, a stern expression on her face. "What are you waiting for?" she asked, waving with a foreleg. "Our friend needs help!"

Spike hopped onto Twilight's back and she, Pinkie Pie, Applejack and Rarity galloped off, quickly crossing the distance to the huddled form on the ground. Twilight slowed to a halt as the form took shape into a familiar Alicorn. "No, it can't be!" she gasped as she beheld Nightmare Moon.

Applejack shook her head. "It can't be!" she shouted. "We jus' saw her a coupl'a days ago in Whitetail Wood! She was... happy, and smiling!"

Nightmare Moon's head suddenly rose. Everyone backed up as she opened her eyes. The glow there faded for a second, revealing eyes clouded with confusion. She looked around before her head slumped back down, eyes closing.

Dash hovered over her, hooves near her mouth. "Oh my gosh oh my gosh!" she panted out. She looked to Twilight. "Twilight, did Princess Celestia send you any letters about, I don't know, Luna going nuts again?"

Twilight's muzzle twitched. "No, she didn't," she said through ground teeth." Her horn glowed and she paced around Nightmare Moon's form. "She's alive, but weak." She paused near her cutie mark. "I'm sensing magic here, seems familiar but... " She shook her head. "I-I don't know what to make of it!"

Spike hopped off her back and crept forward, right up to Nightmare Moon's head. He waved a hand in front of her face and let out a slow whistle. "Whatever did this to her packed one _heck_of a punch!" He patted himself down and snarled. "Twilight, I left the quill and scrolls back at the picnic!"

Applejack glanced at Twilight, right eye wide. "Yah brought a quill an' scroll to tha picnic?"  
>Twilight looked to her. "And this surprises you... why?"<p>

Applejack shrugged. "No reason."

Twilight rolled her eyes and closed her eyes. Her horn glowed for a second and there was a sudden burst of violet light. It faded, leaving behind a floating quill and scroll. The scroll unraveled and the quill began writing. "Dear Princess Celestia," Twilight dictated. "There is an emergency here near Fluttershy's cottage, on the edge of the Everfree Forest. It concerns... your sister. Please hurry here as soon as possible. Signed, Twilight Sparkle." She rolled the scroll back up and floated it over to Spike.

The young dragon grabbed it out of midair and held it up. He took a deep breath and a stream of green, enchanted flame spurted from his mouth, incinerating the scroll and sending the ash and smoke up and away. He looked up into the air and began sliding away from the Alicorn. "Okay... so now what?" He chuckled nervously and scratched his belly. "I mean if she wakes up... and you six without the Elements of Harmony and if she's angry, what do we do?"

Dash smirked and kicked at the air. "Come on, Spike! We can take out Nightmare Moon no problem!" She circled around the Alicorn. "Together, nothing can stop us, Elements or no!"

Applejack tilted her head up and looked at Dash. "Yer kiddin', right?"

Dash shrugged. "Got me, but I won't go down without a fight-or let her harm my friends."

The sun suddenly brightened, turning the sky a brilliant white. It contracted , turning into the regal form of Princess Celestia, who slowly descended to the ground. Dash and Fluttershy quickly landed as everyone there quickly ducked their heads. Celestia looked them over before focusing on the unmoving Nightmare Moon. Her brow wrinkled as she walked forward. "This is impossible!" she declared.

Twilight trotted over to her side and looked up. "Believe me, Princess, I don't want to believe it either, but something's happened and-" She stopped talking as shadows suddenly darkened the immediate areas and a chill wind blew in. "What the hay?"

The shadows rolled in on themselves, building up as details formed. Within seconds, Princess Luna stood by her Elder Sister, a dark counterpart to the Goddess of the Day. She looked down at Nightmare Moon, then glanced to Dash and Pinkie Pie. "Before we proceed any further, a question comes to mind." She held up a foreleg and jabbed it at each of them. "Rainbow Dash, Pinkie Pie!" she spoke, the air rattling. "Is this a prank?"

Dash blinked and her mouth hung open. Seconds passed before she shook her head. "What? No, way!" She cantered over to Pinkie Pie and leaned in close. "This isn't one we forgot about, right?"

Pinkie scratched her poll, right in front of her mane. "Nope!" she finally declared. She bounced over to Nightmare Moon and leaned in close. "Pranks are supposed to be fun for all, and this wouldn't be fun for Princess Luna or Princess Celestia." She looked up to the Alicorns, her expression grim. "Right?"

Luna nodded. "Indeed not, Pinkie Pie." Her eyes narrowed and her horn flared. Her armored hooves dug into the ground. "Be warned, she stirs!"

The ponies and Spike all backed up a few steps as Nightmare Moon's head slowly lifted. Her eyes opened and she looked around. "My head..." She suddenly focused on Celestia and Luna standing in front of her. Her eyes flashed, turning bright-white. "Impossible!" She leapt to her hooves and jabbed a foreleg at Celestia. "You were laid low by the Tyrant Filly, sucked dry of all but the bitterest dregs of your power!" Her mouth twitched, slowly curving up at the ends. "I am so... happy to see you!"

Celestia stared right back at Nightmare Moon, her countenance neutral. "I see." She looked the twisted reflection of her younger sister up and down. "This is impossible." She looked to Luna. "Most impossible."

Nightmare Moon locked eyes with Luna and bared her fangs.** "It IS impossible, for this-"**

"Speak softly," Luna interrupted, thunder rumbling in the clear sky. Her own eyes glowed for a moment. "You are not on a balcony addressing throngs of ponies. You're here, now and not having to use magic to project." Her eyes narrowed to slits. "You, mockery of all I am, all my power with no restraint, no kindness or decency -" She stopped as she felt Celestia's wing brush against her back. "I apologize," she said, cheeks blushing.

Celestia smiled at her younger sister before looking to Nightmare Moon. "So, what are you?"

Nightmare Moon pursed her lips before speaking, her voice no longer a physical force. "What are _you_?" She shook her head. "This is-is this some sort of mental break? Am I hallucinating in the throes of death?" She tossed her head back and looked up to the bright-blue sky. "Tirac, are you playing with me?"

Celestia stepped forward. She stomped the ground, causing the ponies and dragon to jump a half-foot into the air. "Enough!" she snarled. Her eyes narrowed. "Who are you? What are you and where did you come from?" She looked to the side at Twilight. "Twilight, how did she appear?"

Nightmare Moon followed Celestia's gaze and her entire body tensed, her mane standing nearly straight up into the air. She canted back and the tip of her horn flared. "Beware, Sister!" she called out. "The Tyrant Filly... is now a mare with a cutie mark?" The flare dimmed to nothing as she stared at an equally-dumbstruck Twilight. "What is going _on_?"

Rarity cleared her throat. "Pardon me for interrupting..." She swallowed as Celestia, Luna and Nightmare Moon all looked to her, but she squared her shoulders and held her head up high. "That is the second time you've spoken the term 'Tyrant Filly', this time looking at Twilight." She glanced up and pointed at the sky. "Now you appeared in a flash of light in the sky and corkscrewed to the ground looking like you were a mouse after going ten rounds with my cat."

Nightmare Moon nodded to the Unicorn. "Correct." She looked to the two Alicorns. "Tell me, Luna. A thousand years ago, were you sealed into the moon by your jealous sister and-"  
>Luna's wings flared out and lightning crackled as storm clouds swirled into being. "Yes, I was sealed into the moon to stop my insane rampage of death and destruction, to stop Eternal Night from falling and never rising again!"<p>

Rainbow Dash crept forward and positioned herself in front of Fluttershy, who had shrunk down into a small ball. "Get ready to fly," she whispered out of the corner of her mouth. "If this gets ugly, I'll cover you."

Twilight's horn suddenly brightened and she vanished, popping back into existence between Nightmare Moon, Luna and Celestia. She raised herself up on her hind legs and held her forelegs up. "Stop!" she called out. She looked around. "This isn't getting us anywhere!" She dropped back to all fours and cleared her throat before turning to face Nightmare Moon. "Okay, as Rarity said, you had crashed through some... hole in the sky before landing. Now I'm assuming the general details of what happened a thousand years ago are the same, so we can skip needless exposition about it. What happened _immediately_before you came here? And why do you refer me as the 'Tyrant Filly'?" A low chuckle escaped her. "Only Shining Armor can call me that."

Nightmare Moon focused on her, but sighed. "Very well." She closed her eyes, gathering her thoughts. "I had been set free by the stars, but when I descended the sun was locked permanently on the horizon. The land was, if not dying, then sick and cold. I went to Canterlot and found you... on the throne of the undying Sun." Her eyes sprang open and brightened. Hooves dug into the ground and her mane and tail wavered. "In your own words, seven years ago during an entrance exam you _stole_Celestia's powers, sucking her dry of all but the bitterest dregs of her magic. Now the land is cold and you rule from a half-empty Canterlot, your own Royal Guard leading me right to you."

Silence filled the air as Twilight fell back onto her haunches, jaw slack. "I-I stole Princess Celestia's powers? _I_stole them?" Her head craned around to focus on Celestia, standing there before turning back to Nightmare Moon and bounding to her hooves. "But she's right there, whole and not... sucked dry! And seven years ago was when I took my entrance exam, but you were freed from the moon three years ago, so how can you have been freed only today and my head is spinning and..." Twilight screwed her eyes shut and she groaned. "I have a bad headache now."

As Spike walked over and wrapped his arms around Twilight's neck in a hug, Dash looked Nightmare Moon over, rubbing her chin. She suddenly gasped and shot into the air. "Wait, I know what's going on!" she shouted. Everyone looked to her and she chuckled. "Twilight, don't you remember 'Daring Do and the Shattered Mirror', where she flew through the Mirror of Possibilities and ended up in that weird, twisted Equestria where Ahuizotl was good and Daring Do was an evil thug?" She waved her forelegs at Nightmare Moon. "Well, why not something like this? It fits with the story!"

Rarity rolled her eyes. "Oh please, Rainbow Dash! Do you really think something from your adventure stories can really apply to this situation in real life?"

Twilight glanced to her fellow Unicorn. "Well, actually... alternate realities have been proven at least mathematically possible, in _Scientific Equestrian_they ran an article last month on-"

"So it's possible?" Dash blurted out.

Twilight blushed and nodded. She glanced up at the sky. "When you arrived the sky seemed to stretch open, like a tear before snapping back closed." She looked to Nightmare Moon. "What happened?"

Nightmare Moon's own gaze followed Twilight. "I met you in Canterlot, and fought you. But you had stolen too much of my Sister's power, so I fled. You gave chase and I sliced the sky open with my horn." The brightness from her eyes faded. "I had no true idea what I was doing. I merely wished to escape from her, so here I am." She looked back down and met Luna's eyes. "I do not know why I was released so long after you. Maybe the sky was broken?" She chuckled bitterly. "So your Sister is alive and well and mine is dying, at best, while the land dies with her." And with that, she cantered around and began trotting off, wings unfurling.

There was a blue blur to her left and Dash suddenly appeared in front of her muzzle, forelegs crossed as she hovered. "And just _where_do you think you're going?" she asked, scowling.

Nightmare Moon shrugged. "This is not my Equestria, not the one I was destined to rule." Her horn glowed. "Now float aside, foal. I must return and-"

Celestia was suddenly _there_, by her left. Luna was to her right. "And do what?" Celestia asked. "You just said you lost before to this... other Twilight." Her eyes shifted as she felt Twilight's gaze upon her. She turned her head to regard the dark image of her sister. "So what can you accomplish by going back there besides dying?"

Twilight trotted over, the rest following. She made a wide turn, ending up in front of Nightmare Moon. "And there's so many questions!" she said, looking up. "How could I beat you, even some alternate version of myself?" She paused. "And there's something I never thought I'd hear myself say..."

Nightmare Moon looked to Luna on her right. "Am I to assume you and Celestia are balanced on the sword's tip, each one as powerful as the other?" At Luna's nod, she regarded Twilight. "Even with the limited time here, I can feel your raw power." She bent her head down, staring deep into Twilight's wide eyes. "In _my_Equestria, my Sister and I are fully equal in power. It is why she needed the Elements to imprison me. And while you are... nowhere near as powerful as I am-"

"Hey, you take that back!" Spike shouted, shaking a fist. "Twilight's the most powerful Unicorn in Equestria!"

Twilight's cheeks reddened. "Spike, do you mind?" She let out a sigh. "Nightmare Moon's right. I'm powerful, but compared to an Alicorn?" Her voice trailed off, leaving the implication hanging.

Nightmare Moon's eyes closed. "But you _and_my Sister, combined?" She barked a laugh. "Such raw power in such a fragile little vessel, Twilight Sparkle." She shook her head. "You were quite mad when I met you, in both senses of the word."

Luna snorted. "And that is enough of that," she said, mane flaring.

Nightmare Moon nodded slightly.

Celestia's eyes narrowed. "So, now that you're here and going back would result in your death, what happens now?" She cantered around, looking up at Canterlot off in the distance. "I wonder if Cadance would like a new baby sister?" she said, smirking.

Nightmare Moon's mane flared and flapped in the still air. "I do not know who this 'Cadance' is, but regardless, I still cannot stay. My throne is occupied by a filly, and I will not rest until she is off and Equestria is restored." She trotted forward, steering around Twilight and Spike. Her wings unfurled once more as she faced Celestia and Luna. "I have no other choice."

Twilight's voice suddenly sounded out. "Maybe you need help!" Her head dipped low as Celestia, Luna and Nightmare Moon all looked at her. She paused, but squared her shoulders and held her head high. "Ponies can do amazing things when they work together." She looked around at all her friends. "I've got first-hoof experience in that."

Applejack smiled and bowed her head. "Well thank yah kindly, sugarcube."

Luna spoke up. "If you truly are some alternate me, then I know that you doubt them." She shook her head. "Don't. Twilight and her friends freed me from the chains of hatred and jealousy that still bind you and-"

"I prefer to think my eyes are wide open," Nightmare said, sneering and her eyes blazing. She looked to Twilight before her gaze drifted around to the other Elements. "What of the rest of you?" She looked to Dash. "You seem most eager for a fight."

Dash snorted. "I'm not in it for you, but this other Twilight sounds like she needs help, and I never abandon my friends." She flew over to Twilight and hovered right behind her. "Will you have me?"

Twilight nodded. "Of course, Dash. It wouldn't be the same without you."

Fluttershy hopped up and floated over to Dash. "I-I-I" She swallowed as a fine sheen of sweat formed on her forehead. "I'm going too, for my friends," she finally squeaked out.

Applejack trotted over to Twilight and bobbed her head. "Don't even think 'bout leavin' me behind... even though I got no idea in Tartaurus where we're goin," she said, shrugging. She looked to Rarity as she trotted over. "'Fraid of getting yer hooves dirty?" she said, winking.

Rarity tossed her mane back. "Oh, please, my dear Applejack. I'm not sure _what_precisely is going on, but I know Twilight needs us." She looked to Twilight. "It's what friends do. She needs help, so I'm giving her my help."

Pinkie Pie suddenly bounced over and around the group, finally stopping right below Dash and Fluttershy. "And the party won't be complete without the party pony!" Her grin fell away. "And this other you needs to be cheered up, to remember how to laugh."

Twilight looked around at her friends, the other Bearers of the Elements. "Thanks." She suddenly looked to Spike on her right. "But you're staying here, Spike."

Spike's lips curled. "What, no way!" He waved a claw at Twilight. "You're not going to some freaky Equestria without your number-one assistant!"

Twilight's eyes narrowed. "You're my number-one assistant, but you're also a baby dragon." She looked away from Spike and blinked. "If anything happened to you..." She trailed off and her barrel heaved before she looked back. "Someone's gotta hold down the library, anyway."

Spike snorted, sending out a small gout of green flame. He kicked at the ground, digging tiny furrows in the dirt. "You'll be careful, right?" he finally asked, reaching out and wrapping his arms around her neck.

Twilight's eyes widened at the hug, but she nodded. "I promise." She glanced to Nightmare Moon. "So, will you take our help?"

Nightmare Moon glanced to the other two Alicorns. "They can help?"

Luna spread her wings out. "They helped me," she stated. She looked to Celestia. "My Sister, with your permission, I wish to accompany everypony back to this alternate Equestria." A small smile played across her muzzle. "I feel Nightmare Moon might need my help."

Celestia's eyes narrowed slightly before she inclined her head. "If you're sure."

Nightmare Moon's gaze drifted between the two. "What are you playing at?" She stomped the ground, causing a mild ground tremor. "I shall **not**be manipulated or coerced away from the throne."

Luna walked up to her, gaze steady. "I would think nothing of it, but perhaps you could do with a different perspective on things. Besides, you'll need my power to help against this 'Tyrant Filly' who overwhelmed you so easily."

Nightmare Moon held Luna's gaze before whipping her head around, her ethereal mane trailing behind. "How long before we can depart?" she said, walking off.

Twilight rubbed her chin and looked around. "Two hours?" At their nods and confirmations, she looked to Celestia. "The Elements?"

Celestia nodded to her student. "Easily done." She looked to Nightmare Moon. "Please stay here," she said. "Luna, could you please come with me to Canterlot?"

Luna walked off to her sister's side. "As my Sister said, remain here and wait for us." With that, she and Celestia spread their wings, leaping into the air and flying off to Canterlot.

Nightmare Moon snorted as the other ponies and baby dragon walked off. She looked around as the field quickly emptied, leaving her alone. "Where would I go?"

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><p>Please read and review<p>

**Author notes/replies**

****Celestia's Paladin-Essentially, yeah. ;)

Progos-Thanks! :)

The Unknown Twinkie-Thanks.


	3. Chapter 3

Here we go!

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><p>Celestia and Luna quickly reached Canterlot, flying up to the tallest tower in the capitol and landing on a balcony near the top. They entered a large hallway lined with stained-glass windows, a long carpet on the floor and an imposing door at the far end with a sun pattern painted over the center and a keyhole in the hub. Celestia trotted forward to the door, bent her head down and inserted her tip of her horn into the hole. Electric-blue light radiated from the hole and spread through the tips of the sun's rays. The door split open, revealing a gem-covered box on a dais.<p>

The box floated out and the lid opened, revealing the Elements of Harmony. They floated out while Celestia glanced at Luna over her shoulder. "Are you sure about going with her to this alternate world?" She turned around. "This other Equestria needs help, yes. But Nightmare Moon's help? Wouldn't that be worse?"

Luna locked eyes with Celestia, holding a steady gaze. "If we use the Elements of Harmony on her, she'll be severely weakened and might not trust us. An ambush and attack is not exactly something that would engender cooperation." She stepped up to her sister. "This other me, she will need all her strength to aid me."

Celestia shook her head. "I don't like it."

The box floated up to Luna's side, taken by the dark alicorn's telekinesis. "Neither do I," she responded. She sighed and her wings drooped. "And I was to cut the ribbon to the Manehattan Train Station next week, too."

Celestia bit her lip. She reached up with a foreleg and gently stroked Luna's back. "I'll have a talk with the officials and maybe push the opening date back," she said, winking.

Luna glanced away. "No," she said. "It wouldn't be right." She trotted up to the balcony. "Come, sister!" she cried out, spreading her wings. "To the Everfree!" She leaped into the air, flying off with the box of Elements trailing behind, enshrouded in her magic.

Celestia rolled her eyes, but jumped up, following Luna across the sky and back to the Everfree Forest.

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><p>Nightmare Moon sat in the field, completely still save for her tail and mane. Her eyes slowly moved up to focus on a lone cloud floating above. "I can hear your heartbeat, pegasus. Come on down and talk if you're able."<p>

The cloud exploded into fragments as Rainbow Dash zoomed down, a multicolored contrail behind. The pegasus had a pair of saddlebags slung around her withers, each one full to almost overflowing. She threw out her hooves, skidding to a stop right above Nightmare Moon's muzzle. "Don't think I won't be keeping both eyes on you, Nightmare Moon!" She jabbed a foreleg at the alicorn. "If you try _anything_ with my friends, I'll buck you so hard-"

"-You'll shatter your hind legs in the attempt," the alicorn said, interrupting Dash. She arched an eyebrow. "What, do you really think useless posturing will impress me in any way, especially since we both know your threats are hollow?" She slowly stood up, smiling as Dash inched away from her. "Still, if you'd like to try, go ahead. You don't need your legs to fly, after all."

Dash's lips curled back. She flew around Nightmare Moon's head and body, making quick changes in direction. "It doesn't matter, Nightmare Moon!" She flew up, stopping suddenly and turning around. She dove straight at the alicorn's back, stopping at the last possible second and flying around back to stare at Nightmare Moon's muzzle. "No matter what, I won't let you hurt my friends or betray them in any way!"

Nightmare Moon's body remained still, but a genuine smile crept its way across her mouth. "I see Loyalty found itself one quite suited to wielding it," she said, her head slowly nodding. "I would still crush you in a fight, but there would be... regret at turning one such as yourself into a red mist. You have my respect, Rainbow Dash. At least in that regard."

Dash's mouth opened for a moment. "Yeah, well... thanks, I think?" She cocked her head to the side. "So, even if you're from another dimension, the Elements of Harmony still feel the same?"

"At least Loyalty does, even though it's been a millennium since I wielded it," Nightmare Moon responded. She broke eye contact with Dash, her gaze wandering up to the blue sky above. "I remember, long ago. Celestia and I wielded the Elements against all forces of evil. Discord, Sombra, the Smooze, Grogar and even the Changeling Queen herself fell before us. For a time, I felt at peace... and then the ponies betrayed me, casting me aside and my **glorious**night!" Nightmare Moon's wings shot out and arcs of electricity traveled up and down her horn. Her eyes turned white. "And they shunned me, turning away from my gifts and siding with Celestia, when all I wanted was appreciation for my hard work!" She focused on Dash. "Tell me, is it fair? Is it nice at all to do **THAT**?" she shouted, stomping the ground and cracking it.

Dash flinched at the stomp, but held her place in the air. She sucked in a deep breath. "It wasn't like that," she said. "Princess Celestia tried to talk to you – well, the 'you' from this Equestria. But you, well the other -" Her eyes crossed slightly. "Oh, buck it this is confusing." She shook her head. "Well, if my reality is as close to yours as we think it is, then didn't _your_ Princess Celestia try to talk to you?"

Nightmare moon's head shot up. Her nostrils flared and she snorted, physically pushing Dash away. "You weren't there," she stated, her voice unnaturally even. "How would it feel to you if everything you worked on, everything you slaved over was rejected? All those beautiful nights, all those jewels hanging in the sky. I did it all for the little ponies." Her eyes faded back to normal. "And they stayed inside during my nights, waiting until daybreak and my sister's return."

A slow wind blew through the field. Neither Dash nor Nightmare Moon spoke for a few minutes. Finally, the pegasus cleared her throat. "So... guessing you were also Generosity?"

Nightmare Moon's head slowly turned away from Dash. "I gave them all I could. I protected them, and they betrayed me and rejected my gifts." She turned her head back, her mane whipping about like in a hurricane. "And now they suffer under the Tyrant Filly, while my sister lies at death's door." The corners of her lips twitched, almost as if she wasn't sure whether to smile or frown.

Dash shook her head. "Yeah, they _so_ deserve it." She flew up, spinning around in a circle, gathering moisture and dust particles up. Within seconds, a small cloud had formed. She swooped up and over, doing a backflip before settling down on it. She stretched her forelegs over her head, but paused. She turned over and looked back down. "What was the other one?"

Nightmare's Moon's eyes flicked upward. "My 'other' what?"

Dash groaned, blowing out a breath and tousling her mane. "Your other Element of Harmony, duh!"

"Honesty."

Dash blinked. She turned back and looked up at the sky once more. "That... makes sense."

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><p>Please read and review.<p> 


	4. Chapter 4

Here we go!

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><p>The sun slowly crossed the sky as Nightmare Moon continued to wait, her only companion Rainbow Dash, and the pegasus had been rather silent after their initial exchange. Finally, her ears twitched as they picked up the sounds of hooves and wings. She looked to the sky and saw Celestia and Luna flying in from Canterlot, a large box trailing them. After a moment she turned her head and saw the other Elements galloping down the road from Ponyville. Each one had saddlebags stuffed full with supplies, Spike sitting on Twilight's back.<p>

Nightmare Moon slowly stood as they approached. "You have them," she stated, looking at the box. She snorted and took a single step back. "I am not sure how much I trust that you won't simply blast me with them right now."

Celestia eyed her. "We won't, as long as you don't attack or betray us." She tilted her head to the side and the box floated over. It opened, five necklaces and a crown floating out to their respective Bearers. The alicorn trotted up to Nightmare Moon. "You are my sister, but also not my sister. My feelings are... conflicted on this matter," she admitted, hanging her head for a moment before looking back up and locking eyes with her. "But I promise you this. If you harm Luna or the ponies who go to aid you and your Equestria, I will not rest until I see you brought low." Celestia's mane flared, billowing out behind her and whipping about.

Nightmare Moon met Celestia's stare with one of her own. "If I am not betrayed, then I shall not betray. My word binds me." She turned to the ponies, eyeing Rarity. The alabaster-coated unicorn had a reddish cloak fastened about her neck, and five others trailed behind her. "A wise decision," she said, nodding.

Rarity's cheeks colored. "Why, thank you!" She crossed her left foreleg over her right, striking a pose. "They're not only functional, with a waterproof fabric, pockets on the inside and flaps for wings and a hood loose enough for horns, but also _quite_ fashionable!" She floated one over to each of her friends. "Their clasps are your cutie marks!" Her eyes lit up. "I created them earlier, just needed an impetus to put the entire ensemble together. You understand, don't you?"

Each cloak wrapped itself around a pony, Spike hopping off before Twilight's cloak encircled her. The clasps hooked together around the neck and the cloaks draped themselves over each pony, hanging snug enough to keep all but the strongest winds out, but also loose enough at the hems as to not impede leg movement.

Applejack moved about, cantering to and fro. "Not bad, Rarity." Her eyes went up to her hat, perched on her head. She jerked her head forward and the cloak's hood slid forward right over her beloved heirloom. "Might good o' you Rarity. Thank ye kindly."

Nightmare Moon looked to the others. And the rest of you have some provisions and supplies?" At their nods and words of assent, she looked to Luna, still standing by Celestia. "Are you prepared?"

Luna trotted up to her dark reflection, circling around Nightmare Moon. "I am." She stopped after one full circle. "Are you?"

Nightmare Moon turned away, trotting off and away from the group. She stopped a few meters away. "I... thank you for your assistance," she said, staring straight ahead. "Now be ready, as I do not know how long I can keep this open." Her eyes half-closed and a low _humming_ filled the air around her. Her horn began glowing, cerulean bolts of energy arcing up and down it. A long, flickering pole of energy grew from her horn and she reared back, slicing through air, space and the ether itself.

A long gash was torn open, quickly widening. It was rimmed with blue, crackling energy and wavered about. Nightmare Moon stepped back, her horn's glow intensifying. "**GO!"** she shouted, digging her hooves into the dirt.

Applejack, Pinkie Pie, Fluttershy and Rarity all galloped through the hole. Rainbow Dash flew through the sky, pausing for a moment and glaring at Nightmare Moon before entering. Luna glanced back at Celestia and smiled before galloping forth through the hole. Finally, Spike wrapped his arms around Twilight's neck in a hug. She leaned into it for a moment, then galloped off for the hole, disappearing into the nothingness.

Celestia cleared her throat. "Remember my promise, Nightmare Moon," she said, her eyes hardening.

Nightmare Moon allowed the barest fraction of a smile to cross her lips. "I remember, and I shall honor the help. Loyalty looks after their own!" And with that, she spread her wings, lifted her hooves off the ground and shot forward, turning into a blue flash that passed through the portal a half-second before it closed.

Celestia quietly trotted over to Spike's side. She knelt down to the baby dragon's level and leaned in close to him. "She'll be all right," she said, smiling. "They'll _all_ be all right."

Spike's head bobbed up and down. "O-of course, your majesty!" He punched the air and hopped about. "There's nopony in all of Equestria who can stop Twilight, not even some weird copy of her!" He stopped bouncing around and looked to Celestia, his eyes wide. "Right?"

Celestia simply looked to where the hole was. "There's very little that can stop Twilight Sparkle, Spike." Her gaze softened. "Stay safe, all of you."

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><p><em>It was fire and ice. Up was left, right was backwards and backwards was standing still. Time stretched into infinite ether and it snapped forward...<em>

* * *

><p>The ponies exited the hole, slowing their gait down quickly. Dash flew out, followed by Luna and then Nightmare Moon. The hole behind them closed up, the tear in space resealing itself with a small <em>whoosh<em>.

Twilight glanced around. "Everypony okay?"

Applejack glanced down at her hooves and what was beneath them. "Ah'm all right, but this grass sure ain't." She looked up at Twilight, her expression grim. "It's dyin'."

Everyone looked around at the field they stood in. The grass, in stark contrast to the healthy green of the Equestria they came from, was a pale-yellow and short. Farther in the distance stood trees, a few with leaves but most bare, their skeletal branches poking into the purple sky. A cool wind blew, rattling them and sending a few leaves to the ground.

Twilight's breath caught in her throat as she spotted the sun on the horizon, a pale disk hanging there, casting little light and almost as much warmth. She craned her head and neck up, reaching a hoof up as if to touch it. Her gaze drifted to the left and the moon, also hanging in the sky. "It's... stuck there?" she asked, glancing to Nightmare Moon.

The dark alicorn nodded. "Indeed, Twilight Sparkle. My own power is insufficient to move it, and the Tyrant Filly's stolen power has tilted the balance I shared with Celestia." She looked to Luna. "Do you suppose if we combined our powers, we could wrest control of the sun from her?"

Luna slowly shook her head. "We'd be constantly fighting her for control of the sun, and you and I both know how much damage might happen during the struggle." She approached her dark reflection. "It'd be better to confront her at Canterlot... Fluttershy, what's wrong?"

Everyone there looked to the pale-yellow pegasus sitting on the grass. Fluttershy's shoulders hitched slightly as tears fell from her eyes. "P-Ponyville..." She swallowed. "All the animals, all of us!" Her head darted around. "What's happened there?"

Rainbow Dash landed next to her and wrapped a wing around her body in a tight hug. "Hey, it's all right! I'm sure everypony there is doing their best there." She looked around at her friends, her expression of confidence fading with every pair of eyes she met. "Right?"

Twilight turned and walked up to Nightmare Moon, craning her neck up to look at the alicorn. Her ears folded back against her head, but she cleared her throat and spoke clearly. "Nightmare Moon, I think it'd be best for us to first check on Ponyville, to put our minds at ease."

Nightmare Moon snorted. She bent her head down low, locking eyes with Twilight and smiling when the unicorn visibly flinched. "That would be a _complete_ waste of time." She unfurled a wing and gestured to Canterlot. "Once the Tyrant Filly is defeated and my rightful place on the throne is restored, then perhaps we can visit Ponyville and assuage any fears you might have."

Luna trotted around, turning to face Nightmare Moon. "I believe it would be wise to at least have a look at Ponyville," she said, her expression neutral. "You've been sealed away for a thousand years, and you need at the very least a base assessment of what's been going on, do you not?" She turned and motioned in the general direction of Ponyville. Her mane flared and wind whipped through, rattling branches and sending dead leaves scattering. "Besides, a visit there would lift their spirits, and turn them to your banner, would it not?"

Nightmare Moon's mouth slowly turned upward. "Yes, you're right. To have their loyalty, to show them that their true Princess has returned?" She spread her wings out, but a gesture from Luna stopped her from soaring into the air. "What?"

Luna pointed up at the starless sky. "It would be better to walk, to keep under the Tyrant Filly's senses. Besides, we'll get a better lay of the land on hoof."

Pinkie Pie hopped up and spun around. She jabbed one foreleg at Canterlot. "If Canterlot is there, then Ponyville is..." Her other foreleg swept across, finally settling on a small gap in the trees. "There!"

All eyes turned to the small break in the trees and a dirt path barely wide enough for one pony to cross. Applejack trotted up to it and scrapped a hoof across it. "Land's sakes!" She looked back. "Back home, this here's wide enough fer a fully-laden cart with all tha trimmin's tah roll through!"

Nightmare Moon strode up to Applejack's side. "Lead the way, then. I look forward to seeing my future subjects and assuring them their true princess has returned."

Applejack hesitated. She glanced to Twilight, then Luna. At their nods she turned and trotted off, Nightmare Moon close behind. Pinkie Pie and Rainbow Dash shadowed Fluttershy as they followed, Rarity close behind. Luna and Twilight took up the rear. Twilight looked up to Luna as they approached the small gap. "So... Princess, why are we going to Ponyville? I mean _really_ why?"

Luna's horn softly glowed and the branches parted slightly, allowing them to walk side-by-side down the path. A translucent shield formed in front of them, blocking their words from reaching Nightmare. "I believe my counterpart needs an object lesson in what 'Eternal Night' would truly bring." She glanced down to Twilight. "It was a harsh one for me, but necessary. And my counterpart will need it even more. Otherwise, we'd simply be exchanging one tyrant for another." Her gaze hardened. "And I know all too _well_ what would happen if Nightmare Moon gained power this over Equestria." She looked ahead to Nightmare Moon. "By all my power, it will not happen, Twilight Sparkle. It will not."

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><p>Please read and review.<p> 


	5. Chapter 5

Here we go!

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><p>The six ponies and two alicorns moved through what was supposedly Whitetail Wood, their hooffalls muffled by a dense layer of dead leaves. Fluttershy's head darted around, not stopping for an instant. Her ears stood straight up, twitching at any sound made. Her breathing increased slightly as they made their way past leafless trees and the occasional log.<p>

Dash glanced to her from her left. "Fluttershy, I know how stupid this will sound, but are you all right?"

Rarity looked over from the right. "Indeed, darling. You're shaking worse than Carousel Boutique did last time the Crusaders were there for their weekly sleepover." She closed her eyes, shuddering herself.

Fluttershy reached up with a hoof, pushing her hood back. "No, Dash. I'm not all right, but Whitetail Wood is even worse off!" Her eyes darted from Dash to Rarity. "Well, can't you hear it?"

Rarity blinked. "Hear what, exactly?"

Fluttershy trotted ahead a few paces before turning and facing her friends. "Exactly!" She waved a foreleg in the air. "I've barely heard any insects while walking through here, to say nothing of birds, squirrels or any other animals! Whitetail Wood is dying!"

There was a pause for several seconds before Luna cleared her throat, gaining everyone's attention. She waited for them all to turn back to face her and Twilight at the back before speaking. "I'm afraid I can confirm Fluttershy's assessment of Whitetail Woods is correct, as well as Applejack's earlier statement about the grass." She turned her head to the side and craned her head up, focusing on a branch and an abandoned nest nestled in a crook. "This land is sick and malnourished. The food chain has been broken."

Nightmare Moon snorted, drawing everyone to the front of the group. "The Tyrant Filly's blundering, no doubt. Her mismanagement of the sun and inability to rule has no doubt wounded Equestria. When she is removed and I am on the throne, then it can be made right."

Fluttershy suddenly hopped up and flew right to Nightmare Moon, hovering a couple of feet from her muzzle. "It's not this version of Twilight, well it is, but it's the sun under her control. Well, n-not under her control." The pegasus shook her head, her pink mane swinging wildly. "I mean without the sun, photosynthesis won't occur. The plants die, the herbivores eating them starve, the carnivores eating them starve and the scavengers and carrion eaters eventually run out of food as well! Then they all die off and..." Her voice trailed off and she dropped back to the ground as Nightmare Moon's gaze drilled into her. "And you... get t-the idea, N-Nightmare Moon."

Nightmare Moon stood there for a moment before lowering her head to Fluttershy's level. She cocked her head to the side and her eyes dimmed back to normal levels. "So where are the ponies to help out the animals and plants?" she asked, her voice tinged with mild curiosity. "Before I was betrayed-" A grunt from Applejack brought her head whipping to her side. "What?" she asked, staring at the earth pony.

Applejack swallowed and drew herself up as tall as she could before speaking. "Beggin yer pardon, yer majesty, but that's not tha case. Yah see, without the sun, there's only so much we ponies can do." She held up a foreleg and pointed up at the dark, starless sky. "Pegasi can make it rain, or clear away clouds. Earth ponies can help plants grow and unicorns can aid with their magic, but without tha sun..." Her voice trailed off and she merely shrugged, letting the wind whipping through the bare branches speak for her.

The alicorn's slitted eyes shifted from side to side before she wheeled about, digging a furrow in the ground with her armored hoof. "Then it is best we finish this trip to Ponyville as soon as possible!" she declared. She glanced back, her starlit mane whipping about. "Come, little ponies. Time is short in my land!"

Applejack hung her head, but followed Nightmare Moon, the others trailing behind as they made their way through the woods.

Twilight, still near the back with Luna, looked up to the Lunar Diarch. "Pardon me for asking, Princess, but-" She suddenly looked to the fore of the group and Nightmare Moon marching straight ahead, her ears twitching slightly.

Luna's horn shone for a moment. "She cannot hear you," she said, looking down at the unicorn by her side. "So, you were about to ask if I was as delusional as she is?"

Twilight's eyes widened and she seemed to shrink into herself. "I well it's just..." Her cheeks turned a dark red and her mouth clamped shut. "I'm sorry," she finally mumbled, hanging her head.

A slight chuckle came from Luna. "She is deep in the throes of denial," she finally said. "Just as I was. The similarities are unnerving, to say the least." She glanced back at her cutie mark. "I have learned of what happens when a pony is unable to perform their special talent, the thing they love doing the most. The research is in its barest stages, but it describes what happened to me precisely." Her gaze drifted to the sky. "I am not sure, but I believe back then I suffered through a rather extreme case of such a disorder. It was somewhat magnified by being the Bearer of the Elements of Honesty, Loyalty and Generosity."

A small gasp escaped Twilight's mouth. "Oh, my gosh." She reached up with a hoof and patted Luna's upper arm and shoulder. "I'm so sorry."

Luna's eyes slid down to gaze at the smaller one next to her. "I appreciate it, but I do not deserve it." She looked ahead at Nightmare Moon. "What I did back then was wrong, no matter what excuses I might give myself."

Dash suddenly hopped into the air and held a foreleg up to her forehead. "Hey, is it just me, or is lighter ahead?"

Applejack craned her head forward and squinted. "Why, I reckon yer right, Dash." She looked back to the rest of the group. "Ah, Fluttershy, is it just me, or isn't the boundary o' Whitetail Wood supposed tah be a lot further away? It shouldn't be thinning out so early..." Her eyes widened and she suddenly shot forward, breaking into a gallop within seconds.

Fluttershy's entire body trembled before she too took off, flying past a startled Nightmare Moon and leaving a yellow and pink contrail in her wake. "No, no no no no!" she shouted, tears streaming from her eyes.

Rainbow Dash followed her oldest friend a half-second later. "Hey, wait up!" she cried out. "You don't know what's ahead!"

Nightmare Moon's wings flapped as the three shot off. "Wait, come back!" she cried out. Her horn lit up, but she ceased as Luna and Twilight trotted up to her side. "We must stop them!"

"Why?" Luna asked. She turned and looked ahead down the path. "We're going that way anyway." She looked back to Rarity and Pinkie Pie as they trotted past. "It looks like you'd better hurry," she said before she and Twilight followed along.

Nightmare Moon's lips curled back, but she set her gaze straight ahead and followed suit, moving quickly and catching up with the rest of the group, now standing in a cluster at the side of an elm. She stopped next to Applejack and looked down at the earth pony. Her brow furrowed at her slack-jawed expression. "Well? What is it?"

Applejack's head slowly tilted up and she looked up at Nightmare Moon. She slowly looked back down and wordlessly motioned to where she was staring.

Nightmare Moon slowly looked up, her eyes widening as she stared out. "What..."

A slow wind tossed a few leaves around tree stumps, the dominant feature of the land as far as anyone could see. Hundreds-perhaps thousands-of them sprouted from the ground, the remnants of the trees once standing proud and tall.

Applejack slid her stetson off her head and placed it over her chest as she looked out at the devastated forest. "This... this is bad." She looked up to her left at Dash as she hovered by her side opposite Nightmare Moon. "Dash, how fast can ye fly around Whitetail Woods' borders and scope out tha situation?"

The pegasus' eyes narrowed and her wings buzzed. "I'm on it!" she shouted, shooting off and leaving a rainbow-streaked contrail behind close to the ground.

Nightmare Moon reared back. "Come back here!" she shouted, mane flaring out after Dash. "I DID NOT GIVE-"

Luna was suddenly by her side, her own mane reaching out and blocking Nightmare Moon's reach. Her expression was neutral, save piercing eyes that almost caused Nightmare Moon to flinch. "Let her be," she stated. "This is important."

The dark alicorn snorted and her eyes glowed. "What, some tree stumps?" She stepped over to Applejack and leaned her neck down, bringing her visage a scant few inches from Applejack's face. "Do not tell me that in your Equestria, trees aren't cut down!" she shouted, sending the earth pony sliding back.

Applejack flinched, but planted her hooves wide apart and squared her shoulders. "It's not jus that." She backed up to a stump, keeping her eyes on Nightmare Moon the entire time. "Thare's no saplings nor new growth. They've all been clear cut and none o' them replaced." She sucked in a breath. "They're killin' Whitetail Wood, and this cain't be tha only place it's happening."

Fluttershy let out a strangled sob and her entire body shook. "W-without the t-trees, the soil will be eroded away," she stuttered out. She trotted over to Nightmare Moon and looked up at her with wide, watery eyes. "And n-no new growth or plantings will m-mean W-Whitetail Woods will c-continue to shrink with every tree cut down." She swallowed. "All the animals, no homes for them. No homes..."

Rarity and Pinkie Pie were by her sides in an instant. "There, there," Rarity said, wrapping her forelegs around Fluttershy in a hug.

Nightmare Moon's body trembled slightly. "All right, so what does this change, precisely? The Tyrant Filly must still be stopped." She turned her gaze to the general direction of Canterlot. "We should not be wasting our time going to Ponyville!"

Luna, still standing by Nightmare Moon's side, shook her head. "And you know we won't go there until we see how this Equestria's Ponyville is doing. It's not only for our benefit, remember?" She cantered right up to Nightmare Moon's flank and waved a wing in Ponyville's direction. "It has been a millennium, after all."

Nightmare Moon's teeth ground together. "Very well, but I will brook no further delays!" she shouted, her mane and tail flapping about. Her gaze shifted slightly to the right as Rainbow Dash flew back to the group. "Well?"

Dash landed in front of everyone there, panting slightly. "About half of Whitetail Wood's gone," she reported, the hood of her cloak casting her face in shadow. "I saw a few animals here and there, but not many." She focused on Fluttershy, her eyes sympathetic. "Sorry, Fluttershy."

Fluttershy's right eye twitched. "I-it's all right, Rainbow Dash." She suddenly hunched down and covered her head with her wings, sobs coming from underneath. She barely reacted as Dash, Pinkie Pie, Applejack and Rarity huddled around her, patting her on the back or gently rubbing her wings.

Twilight walked up to Dash's side. "Did you manage to see Ponyville?"

The pegasus focused on her. "Yeah, and I hate to sound like I'm in a Daring Do novel, but I think you're gonna have to see for yourself what's happened there."

Twilight nodded. "All right." Her head suddenly shot up as Nightmare Moon was there, by her side. "Eep!" she shouted, hopping into the air.

Nightmare Moon's slitted eyes flashed for a moment. "Then perhaps we should find out, correct?" And with that, she turned her gaze to Dash. "The direction of Ponyville?"

Dash kept her gaze low and hood covering her eyes as she jabbed a hoof in the general direction opposite of where they came from. Nightmare Moon nodded to her before turning and trotting off.

Luna's lips turned up as she watched her counterpart walking off. "Excellent," she said.

Applejack blinked. "Excellent?!" Her head shot up and her voice rose in pitch. "Half tha forest is gone? How's that 'excellent'?"

Luna swallowed and her cheeks turned red. "My apologies, Applejack," she said, glancing over her shoulder. "I did not mean Whitetail Wood. I meant that I believe Nightmare Moon's eyes might be opening. Slowly, but they are opening." She unfurled a wing and motioned to Nightmare Moon as she slowly receded in the distance. "Come, my little ponies." And with that, she walked off, following Nightmare Moon.

Rarity gently reached out and lifted Fluttershy's right wing. "Fluttershy, darling, are you fit to continue?"

Fluttershy's eyes darted about. "N-no, I'm not. It's dark here, and scary. The land and animals are dying..." She lifted her wings from her head and folded them back against her body. "B-but t-things won't get better w-while I'm sitting here shivering!" She stood up on all fours and stared straight ahead at Nightmare Moon and Luna. "Now let's go!" she shouted, her head suddenly ducking low. "Before I change my mind!"

* * *

><p><span>Twenty minutes later<span>

The first thing they noticed about Ponyville was the wall.

It was solid, wrapping around the entire town, with metal bands reinforcing the timbers. Gemstones of various colors, shapes and sizes were embedded in the wood. A haze hung over parts of the town, supplied by several chimneys burning nonstop. A massive gate stood in front of the main path, with a smaller pony-sized door built into it. Near a bend in the wall, a small culvert of stone could be seen, built into the bottom for drainage. And finally, guard towers were evenly spaced right behind the wall, each one with at least two ponies staffing it.

Twilight cantered back and forth as she beheld the wall. She and the rest were standing about a dozen meters away, near a lone tree and a group of stumps. "Oh, my gosh," she repeated, her head swishing back and forth and bits of her mane springing up, pushing her hood around.

Nightmare Moon rolled her eyes. "I assume there's no wall around Ponyville either."

Dash flew around right up to her muzzle. "Well, duh!" she said, rolling her eyes.

Rarity eyed the gems and rubbed her chin. "Oh, my," she muttered. "It's brilliant, but so sad that they have to do such a thing."

Everyone turned to the pearl-white unicorn. "Whatcha mean?" Applejack asked.

Rarity shrugged. "Well, if a magical current is run through those gems, a force field will be created, strengthening the barrier. It's a neigh-perfect arrangement." Her eyes lit up for a moment. "Oh, to be able to get a few of those..."

Twilight's eyes lit up. "Rarity, that's amazing!" Her expression darkened. "Wait, I've never read anything like that." She looked to her. "when did you learn that?"

Rarity snorted and waved Twilight off. "Oh, please, darling! I taught you everything you know about gems, but not everything I know." Her expression turned grim. "Oh, this is most unsettling!"

Pinkie Pie blinked. "Why, the gems clash with the wood color?"

Rarity's jaw cracked to the right before she shrugged "Well, all right, there's that." She pointed a hoof at the wall. "But think about it, girls. Ponyville is less than a half day's travel from Canterlot. If they feel this threatened in the shadow of the capital itself, how's the rest of Equestria doing?"

Twilight suddenly gasped. "Shining Armor, Cadance!" she cried out, rearing back and kicking the air. She dropped back down and trotted over to Nightmare Moon. "Ah, did you happen to see either a white-coated unicorn stallion or a pink-coated alicorn mare before coming to our Equestria?" she asked, hopping from hoof to hoof.

Applejack was by her side in an instant, foreleg draped around her withers and back. "Easy, sugarcube."

Dash dropped down on the opposite side and extended a wing. "Yeah. Remember, they're not the Shining Armor or Cadance you know."

Twilight's head whipped back and forth between the two. "I know I know, but it's still 'a' Shining Armor and Cadance, my big brother best friend forever and the best foalsitter ever." She slowly leaned back onto her haunches. "My brain says the ones I know are safe back home, but my heart..."

Nightmare Moon slowly reached out and placed an armored hoof on Twilight's shoulder. "I was not here long," she said. "I have no information one way or the other." She drew her head back slightly. "I am... sorry."

Twilight looked up, eyes shining. "No, it's all right," she whispered. "Thank you for your concern."

Nightmare Moon opened her mouth, but her head shot up and her horn flashed. "Down, foals!" she shouted as a violet shield sprung up around the group a half-second before an arrow would have embedded itself in the back of Twilight's head. The arrow shaft flexed for a moment before snapping, the two halves dropping to the bare dirt.

The dark alicorn strode forward, shield expanding into a full dome even as the smaller ponies scrambled back, either of their own accord or for one particular pegasus pony, Nightmare Moon's telekinesis. Her lips drew back into a sneer. "Do they not know who they're dealing with?!"

Luna rolled her eyes. "No, they don't," she said, walking up beside Nightmare Moon. She looked to her, suppressing a shudder. "These are obviously difficult times for them, and we are strangers huddled near their gate."

A shout from one of the guard towers drew everyone's attention. "Who goes there?" a mint-green unicorn mare shouted, two crossbows floating by her head. "And who are the alicorns?"

Rainbow Dash, still caught in Nightmare moon's grip, twisted around at the voice, her eyes wide. "No, way! Is that... Lyra Heartstrings?"

Pinkie Pie bounced up and down. "Ooh, it is!" She waved a foreleg in the air. "Hi, alternate universe Lyra! Have you and Bonbon married here?"

The Lyra at the guard tower leaned forward over a rail. "Who are you?" she shouted, golden eyes narrowing.

Pinkie Pie blew out a breath. "It's me, Pinkie Pie!"

Lyra's eyes darted back and forth. "Who?"

Rainbow Dash suddenly gasped. "Oh, horse feathers. Pinkie Pie, I don't think this Lyra knows you!"

Pinkie Pie scratched her head. "Wait, why not? Am I going by..." She swallowed. "Am I going by Pinkamina here?"

Twilight slowly looked to her. "Or... in this reality, you never left the rock farm to begin with!" She looked around at Rarity, Fluttershy, Applejack, and Rainbow Dash. "All of your lives could be completely different!"

"I could still be at Manehattan!" Applejack exclaimed.

"And I could have never left Cloudsdale," Rainbow Dash added.

Fluttershy sucked in a breath. "Both of us could still be there!"

Rarity swooned from side to side. "And I could be still in that Celestia-forsaken wasteland I was in after finding that geode!"

Nightmare Moon rolled her eyes. "Well, the alternate versions of you might not be here, but you six are." She locked eyes with Luna. "So, what do you suggest we do?"

Luna glanced at the guard tower and Lyra. "Announce who you are and your intentions. But don't threaten anyone." Her own eyes glowed for a moment. "I'll be watching, after all."

Nightmare Moon walked forward. She spread her wings out, lit her horn up from root to tip and opened her mouth wide. "Tell me, Lyra Heartstrings. Have you heard of Nightmare Moon, locked away in the moon for a thousand years?"

Luna leaned down next to Twilight. "Was I this bad?"

Twilight shrugged. "Give or take, yeah."

Other ponies from other guard towers were staring down at Nightmare Moon. Lyra finally spoke up. "N-no, I've never heard of Nightmare Moon. Is that-"

"Yes, I am Nightmare Moon!" the alicorn cried out, mane flaring out and drinking in the surrounding light. She reared up before dropping both forehooves to the ground, cracking the dirt. "For a thousand years I waited to return and claim my rightful place on the throne, but I see that a usurper has stolen what is mine!" She slowly rose into the air, finally coming level with Lyra. "Twilight Sparkle, correct?"

Lyra nodded, eyes wide and crossbows clattering to the floor. "Yes." She looked away from Nightmare Moon. "She stole the sun from Celestia, and now the land freezes." She suddenly gasped. "There are rumors of a battle at Canterlot involving her. Was that you?"

A low chuckle came from Nightmare Moon. "I faced her in battle, yes. She is powerful, but a mere foal. I fled and gathered allies from across the veil of reality." She turned her head. "Come forth, Elements of Harmony and my other self!"

Rarity snorted. "Well, she's gotten into the role, hasn't she."

Applejack snickered. "Yeah, but I think we'd better mosey on forward." She adjusted her hat and motioned to Nightmare Moon's general location. "After you, darlin'."

Luna and the others left the general vicinity of the lone tree and trotted forth, heads held high. "I greet you from across space and time!" Luna shouted. "We are here to aid our fellow ponies in restoring balance and order to this land!" she continued, staring straight up at Nightmare Moon.

"Will you bring back the sun?" another guardpony shouted.

Nightmare Moon kicked at the air. "I will defeat the Tyrant Filly, yes. I merely ask that my allies and I be allowed to met the ponies inside and reassure them that their time of salvation is at hand!"

Lyra turned and ran to a set of stairs in the back of the tower, disappearing down them as Nightmare Moon floated back down to the ground. She looked to Luna and nickered. "Well, how was that?"

Luna's eyes shifted as the giant gate slowly opened. "You got the point across. Now. Let us see how you can deal with the common ponies and their problems."

A bark of laughter escaped Nightmare Moon. "Foal's play," she said as she trotted forward.

Luna kept her gaze on her. "She'll be in for a harsh lesson very quickly," she said as Twilight and the others walked up to her side.

Twilight let loose a sigh. "I figured that, Princess. But it's one she's got to learn, right?"

Luna nodded. "Right." A small smile crossed her muzzle. "Now, let's go. We shouldn't keep Ponyville or her royal highness waiting, now should we."

And with that, the seven followed Nightmare Moon into Ponyville.

* * *

><p>Please read and review.<p> 


	6. Chapter 6

The first thing they noticed were the clothes.

In their own Ponyville, clothes were mostly an option. During winter or special tasks, the ponies would wear appropriate layers or specialized gear for whatever they had to do. But for the most part, most of them would only have accessories on for fashion.

Here, everypony was swathed in layers. From muzzle to dock, from poll to hoof, almost everyone there was layered up. The few foals that could be seen were little more than irregular spheres of pony wrapped in layers.

Smoke from fires lit for warmth and light stung their eyes and noses, causing more than one of the Bearers to wrinkle their noses or sniff. Pinkie Pie's head reared back and she opened her mouth almost impossibly wide, but only a tiny little "achoo!" came out of her.

Three ponies approached the group. In the middle was Mayor Mare. Except this Mare had a mane of bright-pink hair instead of one dyed gray. She wore a red jacket, tightly buttoned across her barrel. Tan pants and actual boots completed the ensemble of someone quite literally buttoned up against the elements. Her expression was grim, mouth turned down. In place of Pince-nez glasses, she had a pair of goggles strapped over her eyes.

Big Macintosh stood on her left, his harness still around his neck. Compared to most of the other ponies, he was lightly dressed, with 'only' a shirt and pants on. He had no stalk of wheat in his mouth, which was set in a grim line.

Applejack swallowed before ducking her head low, letting the shadows from her hood hide her face.

On Mayor Mare's right was Rarity, or at least this reality's Rarity. Her clothing had a bit of flair to it, a gold stitch here and gemstones for buttons, but the material was dark-colored and otherwise mostly plain. She had a pair of glasses perched at the end of her muzzle. A pair of saddlebags hung across her hips and croup, a trio of diamonds the only adornment on them. A clipboard, quill and inkwell floated in front of her as she took notes.

Rarity suppressed a shiver, but her nose still wrinkled at her doppelganger.

The three dropped to one knee in front of Nightmare Moon and Luna. "We welcome you to Ponyville," Mayor Mare said, raising her head slightly to look upon the two alicorns and motioning to her left, then right. "My name is Mayor Mare and these are my assistants, Big Macintosh and Rarity Belle. We also apologize for your... 'reception' outside."

Nightmare Moon stared down her muzzle at the earth pony. "Your apology is accepted, Mayor Mare. These times are difficult for you, with the Tyrant Filly ruling Canterlot." She raised a foreleg to the sky. "But do not fear! With my counterpart and her Elements of Harmony, we shall bring her down and restore Equestria to what it once was!"

Lightning flashed overhead in the inky-black sky, causing most of the Ponyville residents to look skyward, squinting their eyes against the brightness.

Mayor Mare slowly raised her head and body, keeping her eyes lowered to the dirt. "Thank you, your majesty. We are at your service."

Nightmare Moon nodded. "Excellent, Mayor Mare." She raised a foreleg and swept it across. "I wish to know the condition of Ponyville, so that once I reclaim the throne, I may better restore this and other environs."

Big Macintosh stepped forward. "Beggin' yer pardon, yer majesty, but I have a question fer yah."

Nightmare Moon's eyes narrowed to slits. "Yes, Big Macintosh?"

The stallion trotted forward, right up to Applejack. He held up a hoof almost half the size of Applejack's head and pushed her hood down. "Could yah please tell me why mah sister's with you? If this even is mah sister? Last time I saw her, she was back at Sweet Apple Acres, yah see."

Applejack swallowed and shifted under his even gaze. "Well, yah see it's like... oh, horse apples." She looked around, eyes widening. "Help?"

Rarity Belle blinked. "Oh, my!" her horn glowed and the clipboard, quill and inkwell slid back into her bags. She walked up to Applejack, standing beside Big Mac and about two inches from Applejack's face and looking her over. "You _are_ Applejack!"

Applejack leaned back, darting her head around to keep it away from Rarity Belle. "Hey, personal space!" she shouted, finally reaching up and pushing her away.

Rarity Belle stepped back. "My apologies. But Big Mac's question and line of inquiry still stands unanswered. Are you Applejack Apple?"

There was silence for a few moments before Big Mac spoke up. "If she is, she's not mah Applejack. The one back at Sweet Apple Acres ain't spoken like that since before she visited the Orange's in Manehattan." His eyes narrowed. "So, who _are_ yah, Missy?"

Applejack kicked a bit at the dirt, sending up a small dust cloud. "I'm not sure we got time fer a story, Big Mac. And where we're from is one hay of a tall tale." A mild chuckle escaped her. "Shucks, I've lived through it and I'm _still_ not sure how tah put it into words. I am Applejack, just not _your_ Applejack. I think." Her eyes shifted back and forth. "Help?"

Luna raised a hoof, clearing her throat and gaining everyone's attention. "I shall attempt to put this as simply as possible," she began.

"Good luck with that," Dash muttered under her breath.

The alicorn's eyes shifted, but she continued. "As Nightmare Moon stated while we were still outside Ponyville, she sought help from 'across the veil of reality'. We are from another plane of existence, basically." She looked to Mayor Mare. "For the moment, any more explanations will waste time that clearly cannot afford to be wasted." She held up a foreleg and extended a hoof to the earth pony. "We offer our help. Will you accept it?"

Nightmare Moon arched an eyebrow at her counterpart, but remained silent for the moment.

Mayor Mare focused on the hoof. She let out a sigh and her head drooped. "At this point, Tirac himself could show up and I'd be mighty tempted to accept any offer of assistance." She raised a foreleg and tapped it against Luna's. "Thank you."

Nightmare Moon cleared her throat and 'lightly' tapped the ground, shaking everyone but Luna. "Now then, if the pleasantries are over, I wish to speak with you concerning Ponyville and its status." Her eyes narrowed slightly. "And then we shall _finally_ be able to deal with the Tyrant Filly in Canterlot." She stepped forward and looked down her muzzle at Mayor Mare. "Now then, direct Princess Luna and myself to City Hall."

Luna rolled her eyes before pasting a smile on her face. "Yes, please direct us to City Hall. As my friend here meant to say," she said before leaning her head forward and looking at Nightmare Moon. "Right?"

The dark alicorn's mane whipped about, but she finally let out a sigh. "Very well. _Please_ direct us to City Hall."

Mayor Mare bowed her head. "Big Mac, check on the crop forecasts. Rarity, check the defenses," she said, glancing to the stallion and mare respectively. She looked to Luna and Nightmare Moon. "If you'll excuse me, I'm going to go ahead and prepare myself for the meeting." She then stepped back and swung around before trotting off.

Nightmare Moon's nostrils flared. Her left eye swiveled and locked onto Luna. "You and your friends will eventually leave this Equestria. I will still be here, though." She cantered around until she faced Luna. "Do _not_ undermine my authority here. I must lead these ponies when this world's Twilight Sparkle is defeated."

Luna returned the glare with a calm expression and steady gaze. "I know, which is why I said what I did. Politeness will carry you far, Nightmare Moon. Your subjects are deserving of respect."

Nightmare Moon stared at Luna for a moment. "That sounds like something..." She shook her head. "Never mind." She looked past Luna to the other six. "Follow us."

Luna cleared her throat, drawing Nightmare Moon's smoldering glare beck to her. "**What now?!" **she growled out, sending Luna's mane whipping about.

Luna blinked and stood there for a moment before speaking. She waved a foreleg at Big Mac and Rarity Belle still standing there. "You and I should be sufficient for the meeting with Mayor Mare. I would _suggest_ that the rest go around Ponyville. They can report back and give you a clearer picture of the situation. They could also help the townsfolk out."

Big Mac inclined his head in Luna's direction. "That'd be might nice o' yah, yer majesty." He looked to Applejack. "Care for an agricultural report at Sweet Apple Acres?"

Applejack gasped. "It's still around?"

The stallion kicked at the ground, dislodging a clod of dirt and sending it flying. "Ah suppose you could say that."

Applejack broke from her friends and cantered around to Big Mac's side. "Iffn' you'll excuse me, then," she said, tilting her head to them.

"Just be careful," Luna said.

Nightmare Moon fixed a penetrating gaze on Big Mac. "Her safety is _your_ responsibility. Take care of her."

Big Mac swallowed and bobbed his head. "Ah, yes, yer majesty!"

The pair swung around and began trotting off, but a sudden shout halted them in their tracks. "WAIT!" Fluttershy cried out, galloping forward. She skidded to a halt, spreading out her wings as an impromptu air brake. "I want to come, too!"

Applejack and Big Mac exchanged a glance. "Beg yer pardon?" Applejack asked.

Fluttershy let out a breath. "I... I need to see how the animals are doing, and if I can help!" she cried out. She panted for a second and looked around. "Please, please? There's got to be _something_ I can do to help them out!"

Applejack's eyes shifted to Big Mac. "Big Mac, do yah... recognize Fluttershy at all?"

Big Mac pursed his lips and rubbed his chin with a hoof. He leaned in close to the pegasus, who shrank back into her hood. "Now that yah mention it... nope. Sorry, but she doesn't ring any bells." He looked to Applejack. "Iffn' she's got some counterpart here or whatever, she's not around these here parts."

Applejack let out a sigh at his pronouncement. "Dang," she muttered.

Dash flew over to Fluttershy's side. "You gonna be alright going there?" she asked, stroking her friend's back.

"Indeed, darling. There's no need for you to go if you don't want to," Rarity said.

Fluttershy's body locked up. "No... but I have to do this." She looked up at Dash and smiled. "Thank you."

Dash's brow wrinkled. "For what?"

A tiny chuckle emerged from Fluttershy. "Oh, nothing." She turned back to Twilight, Pinkie Pie, Rarity, Luna and Nightmare Moon and waved a hoof. "I'll be okay. I'm with friends, after all."

The trio trotted off, Applejack and Big Mac shadowing Fluttershy.

Rarity Belle glanced to Rarity. "So, it's about time you stopped hiding yourself," she said, her horn glowing and shoving the hood covering Rarity's facial features down and away.

Rarity's eyes widened and her jaw dropped. "I beg your pardon!" she exclaimed, her own horn glowing and the hood sliding back up over her head. "It seems manners are one thing we don't have in common."

Rarity Belle leaned back slightly, looking at her counterpart out of the corner of her eye. "It has nothing to do with 'manners'. Why you were hiding in the first place?"

Rarity chuckled and patted her chest. "It was less hiding and more surprise at being confronted with a double of myself. I wasn't sure on how you'd react."

There was a pause before Rarity Belle shrugged. "I suppose." She walked by her double, horn glowing once more and shoving the hood back down. "Then I'm guessing you don't need this anymore?" she said, smirking.

Rarity's own horn glowed and the hood once more covered her head. "To hide myself, no. But considering the awful chill here?" Her whole body shook, sending her cloak flapping about.

Rarity Belle stared down her muzzle at her. "This is nothing compared to winter, darling. I sincerely hope you won't have to experience that." She glanced to the rest. "Now if you'll excuse me, I have work on the gemstone defenses to do." She turned, but stopped and looked to Rarity. "Care to help? I don't mean to brag, but it _is_ my best work."

Rarity's eyes brightened. "I should have known such exquisite work would be my hoofiwork!" She walked over to her counterpart's side. "How _did_ you get so many finely-shaped gems?" she asked, batting her eyelashes.

Rarity Belle leaned back, looking at the others and rolling her eyes behind Rarity's loin before trotting off to the front gate, Rarity following behind. The front gate opened and they exited Ponyville proper.

Nightmare Moon's eyes flicked over to Dash. "Rainbow Dash, I have an assignment for you." A grunt from Luna and she ground her teeth together. "Could you please do something for me?" She looked to Luna. "Better?"

Luna nodded, a smirk barely formed on her lips. "Much better, Nightmare Moon."

Dash flew over to Nightmare Moon, stopping and hovering a couple of feet in front of her muzzle. "I need you to do a recon of the surrounding area, paying attention to weather patterns, population distribution and a general feel for the terrain." Her blue eyes narrowed slightly. "If you find anything troubling or suspicious, do NOT engage. Instead, report back on your findings immediately."

Dash leaned back slightly. "You seem awfully concerned there with that last part."

A snort escaped the alicorn. "If you die, any data dies with you. That is all."

Dash waved a foreleg at her. "Yeah, _so_ much better. I – URK!" She choked out a gasp as a tendril from Nightmare Moon's mane reached out and wrapped around her torso and neck, putting the mildest bit of pressure on them.

The mane pulled Dash right up to the alicorn's muzzle. Her eyes narrowed to mere slits and she growled. "Remember our conversation in the field. You may make me work for it, but in the end it will be your end."

Nightmare Moon's mane suddenly dissolved, freeing Dash, who flew up and over the alicorn to Luna, Twilight and Pinkie. "Thanks," she said to Luna as she sailed over her head. She skidded to a stop in midair and turned to glare at Nightmare Moon even as the alicorn turned to face the group. "I'll do this for the ponies here, but not for you," she said before flying off, a rainbow-colored contrail trailing behind her.

Luna locked eyes onto Nightmare Moon and strode forward, stomping into the ground and leaving hoofprints a few inches deep. "I realize how hard it is to rein in your temper. Believe me, I've been there with Rainbow Dash." She stopped a few inches from Nightmare Moon's face. "But you will _not_ threaten her or anyone else here again."

Nightmare Moon held her ground, staring right back at Luna. "She undermined my authority, in front of my future subjects. That can NOT be tolerated. When I retake the throne, I –"

"If," Luna interjected.

There was a pause from Nightmare Moon before she continued. "_When_ I retake the throne, I must have the respect of those under me. Rainbow Dash was undermining my authority in front of my future subjects."

Luna snorted. "You won't have their respect, but their fear. And I will not replace one tyrant on the throne with another. The ponies here have suffered enough."

Nightmare Moon growled. "And I will end their suffering with a firm hoof and the guidance they'll need to emerge from this time of strife. I will do right by them, but I _need_ them to respect and follow my lead. And I cannot do that when I have that upstart featherbrain mocking me in front of my subjects!" She turned on a hoof, muzzle jutting into the air. "Now then, I believe Mayor Mare is waiting for us?" She strode off.

Twilight rolled her eyes. "Well, _that_ was almost polite of her!"

Luna let out a chuckle. "It's a start, at least." Her expression hardened. "But this version of me still has a long way to go and many lessons to learn before I feel better about her taking power." Luna took a step forward, but quickly stopped. Her ears twitched. "Do you hear that?"

Twilight blinked. "Hear... what?"

Nightmare Moon swiveled her head around and peered at Pinkie Pie from over her shoulder. "Precisely. The pink one is not droning or chattering like she normally does." She walked up to the eerily still pink party pony and gently nudged her with a hoof, showing no shock as 'Pinkie Pie' collapsed into a full-sized, empty costume. "Of course," she deadpanned.

Twilight smacked her forehead while Luna looked the costume over. "When did she do this?" the alicorn wondered out loud. She looked the costume over, quickly levitating a note clipped to the forehead up to her. "'I am going to see the Cakes at Sugarcube Corner. I know they're not my Cakes but they're still Cakes. And I have to make sure they're alright! I'll meet you in an hour, and that's a Pinkie Promise!'" She folded the letter and placed it back on the costume. "Well, that settles that." She looked to Nightmare Moon. "To City Hall?"

Nightmare Moon eyed Luna. "And if she doesn't show up?"

Twilight spoke up. "Pinkie Pie made a promise, and she _always_ keeps her promises, no matter what. She believes that the breaking a promise is one of the fastest ways of losing a friendship."

Pinkie Pie's voice suddenly echoed all around the mostly-empty streets. "_ForEVER!"_

Nightmare Moon's right ear twitched. "I see." She turned around once more. "If that is all, then, we shall be off!" she shouted, marching forth once more.

Twilight cleared her throat, catching Nightmare Moon's attention just after the alicorn passed a side street. "Actually, your highness, if this is like Ponyville in my home reality, then you should've taken that side street. It'll lead right to City Hall."

Nightmare Moon stopped in midstride, turning and cantering off down towards the side street. A mumbled 'Thank you,' could be heard before she disappeared from view.

Twilight rolled her eyes and blew out a breath. "She's got a _lot_ to learn."

Luna nodded. "But she is beginning to learn. And the hardest lessons are to come." She glanced at Twilight out of the corner of her eye. "Pinkie Pie will be alright?"

Twilight paused and glanced to the side. "Physically, yes. Mentally and emotionally, I'm not sure. When it comes to the Cakes', Pinkie's a lot more vulnerable than normal. Then again we've got no real idea what life is like for them here." She looked to her left, spotting a group of ponies huddling around a fire. "Although with all we've seen, I can't imagine it actually pleasant."

The pair began trotting down the road, taking the left and approaching a somewhat dilapidated building. "I believe Nightmare Moon has taken a step or two in the right direction," Luna said as they trotted up some creaky steps and passed by a pair of guardponies all bundled up against the cold, "but her next lessons will come very quickly and very harshly indeed." She glanced to Twilight out of the corner of her eye. "For you see, not all problems can be solved by shouting at them."

* * *

><p>Fluttershy winced with every step, her ears darting back and forth. "More animals here, good," she said, more to herself than Big Macintosh or Applejack. "Much greater diversity here. The food chain is still linked, here."<p>

Big Mac raised his head and looked at Applejack over Fluttershy's back. "Is she alright?"

Applejack's head bobbed back and forth. "Ah think... well, she's better than before. Back in Whitetail Woods she nearly had a good old breakdown." She glanced to her brother's counterpart. "That forest has seen better days, mind."

"Yup." There was a pause before he continued. "Iffn' yah think we should apologize or somethin' fer what we've done tah it, not happening. We needed tha wood to keep warm. It hurt like tha dickens to cut those trees down, but I'd do it again."

Applejack opened her mouth, but any response died in her throat. She hung her head, letting her hat slide down. "Yer right. I ain't been in yer horseshoes, so I can't say nothin' 'bout what you've gone through. Hopefully we can help start the healing."

The three trotted in silence for a bit, crossing a stream and eventually coming upon the gated entrance of Sweet Apple Acres. Applejack let out a gasp as she beheld the apple trees still dotting the landscape, their branches half-bare and very few with apples hanging from them. A few ponies here and there were applebucking the trees, their kicks half-hearted and, in some instances, doing little more than shake the trunks. The main house had seen better days, too. The paint was peeling in more than one spot, and even from this distance missing shutters could be seen. Plumes of smoke rose from behind several hills, causing them to wrinkle their noses.

Big Mac reached over Fluttershy, nudging Applejack as she stood still as a statue, mouth agape. "Applejack? Applejack!"

Applejack blinked and shut her mouth. "Sorry It's just, I knew it was bad, but seeing it with my own two eyes is somethin' altogether different!"

They passed through the main gate and past a pair of large, armed and armored earth ponies. Applejack's eyes drifted to them as they walked. "Expecting trouble?"

"Eyup."

"Darn." Applejack muttered as they trotted up to the main house. "I wonder how Applebloom's managing in this," she wondered out loud.

Big Mac paused at the bottom of the stairs leading up to the porch. "Who?" he asked, arching an eyebrow.

Applejack and Fluttershy both stopped in their tracks, staring at the stallion. "Applebloom," Applejack said. "Yah know, our baby sister?"

Fluttershy leaned in close to Applejack as Big Mac stood there, staring at them. "Applejack, remember that little talk we had outside of Ponyville about how much things might have changed? I think this might be one of them."

Applejack cantered around Fluttershy to face Big Mac directly. "Big Macintosh, do yah have a younger sister?"

Big Mac slowly shook his head. "Nope." His head dipped down. "With things how they are, Ma and Pa didn't feel good with bringin' another foal into Equestria." He glanced back up. "Where yah come from… we got a baby sister?"

Applejack's ears folded down against her head. She slumped and kicked at the dirt. "Her name's Applebloom. She's a rambunctious little bundle o' energy, but after what happened to Ma and Pa -"

She was cut off as the front door opened and two mares walked out, one after the other and standing side by side on the porch. The first one was the Applejack of this Equestria. Like most everyone else, she was clad in heavy, multilayered clothing that covered almost every inch of her coat. Her mane was done up in a somewhat more complicated style than the simple band that kept Applejack's mane out of her eyes. She also wore a necklace with an orange-shaped locket as the centerpiece. "Big Macintosh," she said, eyeing Applejack and Fluttershy, "may I ask who… your friends are?"

Applejack's jaw dropped. "Well, yah see it's a bit o' a long story… Applejack." Her eyes drifted to the other Applejack's companion and she nickered. "Horse apples!"

The second pony's lips curled slightly. She was a unicorn mare, a star-spangled cape tied around her neck and a pointy hat perched on her head, covering her horn. "I assume you know me from somewhere?" Trixie Lulamoon observed, focusing on Applejack, then looking to Fluttershy, who ducked her head low.

Applejack let out a sigh. "Alright, alright!" She jabbed a hoof at Fluttershy. "This here's Fluttershy and my name _is_ Applejack. We're from another dimension or plane of existence or somesuch thing. Yah heard of a ruckus at Canterlot?" At their nods she continued. "Well, that was Nightmare Moon and yer Twilight Sparkle having a dilly o' a pickle fighting. Nightmare Moon ripped a hole in reality, came to our Equestria and recruited us tah help out." She let out a sigh. "Now this is where yah ask us what tha _real_ deal is, right?"

The other Applejack and Trixie exchanged a glance. "No, I believe you," Applejack said.

Fluttershy gasped. "you do?!"

Trixie chuckled. "A tale like that? Almost too strange to be fiction. I've known my Applejack for a few years, and she's a terrible liar." She looked to her left and right before trotting down to Fluttershy and leaning in close to her. "She has _far_ too many tells," she said, winking.

Despite the situation, Fluttershy chuckled. "Oh, yes." She suddenly swallowed and looked to her Applejack. "Oh, no offense, Applejack! I'm sorry!' she said, flapping her wings.

Applejack waved her off. "None taken."

Big Mac cleared his throat. "Applejack - _my_ Applejack, Mayor Mare sent me tah get the crop forecasts." He leaned forward. "How bad?"

Applejack let out a sigh. "They're not as bad as I feared, but not as good as I thought." She waved him up. "Trixie, could you please entertain our guests while Big Macintosh and I talk?"

Fluttershy spoke up as Big Mac walked up the stairs. "Oh, but we're here to help if we can! Please, there has to be something you need help with!"

Applejack nodded. "Fluttershy's right. Iffn' there's _anything_ we can do tah help, we'll do it."

A voice from Applejack's left caught her attention. "Well, that's mighty grateful of yah, missy. Ah guess an Apple's an Apple, no matter whare they come from."

Applejack slowly looked as a stallion with a light-gray coat and graying mane appeared from around the house's corner. By his side was a mare with a deep-purple coat and a lighter-shaded mane, although gray had begun to creep in. They walked up to Applejack and Fluttershy. "We heard the whole thing, so no need tah repeat yerself," he said, chuckling. He trailed off. "Ah, are yah okay?"

Fluttershy nudged Applejack. "Applejack?"

Applejack's breath hitched in her throat. "Ma? Pa?"

* * *

><p>Rainbow Dash zipped along the battered landscape, head low. "Think she can bully me or anypony," she muttered. "She's got a long way to go before she's ready to rule <em>anything<em>!"

She suddenly stopped, skidding to a halt in midair as a large cloud formation appeared, traveling against the wind and making its way to Ponyville. A few darker shapes could be spotted hovering above it and on the cloud proper. Dash flew back a bit before zooming off back to Ponyville. "This is Not. Good!" she squeaked out.

* * *

><p>Commander Dash paced back and forth, the ancient armor of Commander Hurricane rattling about on her. She reached back, grabbed a strap with her teeth and tightened it against her barrel. "Why'd he have to be so bucking big?" she groused. She turned to face her two lieutenants. "Gilda, Lightning Dust, I want this quick and clean," she said, pacing back and forth in front of the griffin and pegasus. "We go in, grab what we can and haul flank back to Cloudsdale."<p>

Gilda raised a claw and blew on her razor-sharp talons. "You got it, Dashie." She looked Commander Dash over, a predatory glint in her eyes. "Any chance for even a tiny bit of fun, though?"

Lightning Dust snorted, her nostrils flaring. "Come on, Gilda. We wanna leave _something_ for the townsfolk to rebuild with." She looked to Dash, expression becoming serious. "Although we'll be pretty close to Canterlot and to… her," she said, kicking at the cloud and sending up wisps.

Dash nodded, her helmet sliding back and forth. "I know, Lightning Dust. That's why I want it quick." She looked to Gilda. "Sorry, G, but you'll have to control yourself this time."

Gilda groaned, but nodded and tossed Dash an informal salute. "You got it."

Commander Dash looked back to the ground below as her force moved to their next target. "Good. We'll get as much as we can and get out before they even know what happened!"

* * *

><p>1. thanks to Masterofgames for the idea about Dash.<p> 


	7. Chapter 7

Pinkie Pie trotted down the street, barely paying anything else any attention. Except when she slowed down to cheer up some foals, or when she stopped to help keep a fire stoked, or when she stopped and gave out all the candy and food stuck in her mane. Other than that, though, she kept on course for Sugarcube Corner.

Her gait slowed as she approached her home. Her hair flattened slightly at the dilapidated condition. Like all buildings, Sugarcube Corner had seen better days. There were several hastily-patched holes in the roof, and the second floor balcony wobbled in the breeze. The windows were dirty and shuttered, but a dim light could be seen through the blinds and film.

Pinkie cantered back and forth in front of the door, her nerve failing her. More than one passerby stared at her antics, but she paid them no mind. She could tell from the barest visual glance that the door was unlocked, and smells wafted out, tickling her nose. Without even thinking about it, she pushed the door open and walked in.

The interior was a bit dim, but in relatively good repair. The shelves were bare for the most part, but were mounted onto the walls straight and strong. Pinkie continued inward, nose in the air and sniffing. One ear flopped down before saloon-style doors in the back swung open.

Cup Cake backed out, a tray of plain muffins balanced on her head and another on her back. A pair of foals – Pumpkin and Pound Cake – floated around her legs, managing to barely keep out of her way as she left the kitchen and entered the store itself. Like almost everyone else, she and the foals wore layers of clothing. But even those could not hide her being a bit thinner than the one Pinkie knew and loved like a mother. She spun around, gasping at the sight of Pinkie. The tray on her head bounced, the muffins hopping on the steel before settling right back in their place. "Oh, my!" she said, eyes widening. "Hello, there!" She leaned forward and squinted. "Wait, who are you?"

Pinkie's hair flattened slightly at the lack of recognition and she kicked at the floor slightly, taking care not to scuff it. "My name's Pinkie Pie. I'm just from... out of town."

Cup Cake sucked in a breath in shock. "Wait, out of town? You're with the group that just arrived, right? The ones from another Equestria?" At Pinkie's small nod she continued forward, passing by the counter. "Nightmare Moon, will she be able to help us?"

Pinkie tilted her head back and forth. "It's a work in progress, but she's a lot better than when we first met her." She suddenly dropped down as Pound and Pumpkin toddled over. "Oh, oh!" she cried out, reaching out with her forelegs at the foals. "Hi, there! You have no idea how good it is to see you two!" Her joy was squashed as Cup Cake prodded them back behind her. "Hey, hey! What's wrong?" she asked, darting to and fro, even as Cup Cake blocked her. She looked up at the older mare. "Wait, you don't think I'm gonna hurt them, do you?"

"Calm down, calm down!" Cup Cake said as she cantered back and forth, finally slowing down along with Pinkie. "Please, I don't know what it's like where you come from. I'd like to think it's what it was before, where we didn't have to fear most strangers. But nowadays, you can't be too careful of those coming down the road."

Pinkie rubbed her poll, trying not to wince. "Yeah, we got that impression outside."

Pumpkin and Pound Cake both scampered around Cup Cake's forelegs, each opposite of one another. They crowded around Pinkie's forelegs, grabbing onto them and cooing.

Cup Cake swallowed. "Oh, my. Come on, dearies!" She looked up at Pinkie. "I'm very sorry about this. They're normally not so clingy around others." Her brow furrowed. "They actually _do_ seem rather taken with you."

Pinkie knelt down to the twins' height. "It's okay. I'm good with foals, especially these two." She nuzzled Pound, who wrapped his stubby little arms around her muzzle. She raised her head and he hung on, tiny little hind legs kicking the air. Pumpkin floated around her head, circling around and cooing.

Cup Cake's mouth quirked up at the sight. "It looks like the twins trust you. There's a Cake family in your Equestria, too?"

Pinkie lowered her head, gently placing Pound Cake onto the floor before shooting back up and bobbing her head up and down. "Yup! You and Mister Cake are like second parents to me!" Her head suddenly stopped. "But not here. Maybe I never left the rock farm."

Cup Cake slowly reached out and patted her on the shoulder. "Carrot and I never met you, Pinkie. Not here." She bit her lip. "But right now, I wish we did."

Pinkie placed a hoof over Cup Cake's. "Thank you." Her eyes darted about. "Say, where _is_ Carrot Cake, anyway?" she asked, voice hitching slightly with nervousness and anticipation.

"He's out with the logging crews," Cup Cake responded, sighing. She cantered to the front window, staring out. "He leaves before the twins are awake, then usually gets home after they're asleep. Then he does what he can in the kitchen before nodding off. He's missing their childhood. And I miss him." She knelt down and nuzzled the twins, her eyes closed and expression downcast.

Pinkie's gaze went to the kitchen. "Back where I come from, you two had your hooves full running this place, and that was _before_ the twins were born." She looked to the twins, then to Cup Cake. "Okay, I know you don't have much of a reason to trust me. If I was you I wouldn't trust me either. If I was me, half the time I wouldn't trust me. But right now you need help, and I'm offering both forelegs to you." She held out her forelegs and waggled them.

Cup Cake swallowed. She looked at Pinkie's forelegs, then down to the twins, then to the kitchen. "I want to, Pinkie. I want to be able to-to trust again. It's just been quite a while since I could, since a stranger outside Ponyville was a blessing instead of an extra mouth, or worse."

Pinkie sighed. "I understand, Missus Cake. Well, I don't, but I do. I kinda do." She turned and walked to the door, mane and tail hanging down near the floor. "I'm sorry for taking up your time, Missus Cake."

Cup Cake's eyes tracked Pinkie. She bit her lip, finally raising a foreleg. "Wait!" she cried out. "I-I-I I'm sorry, Pinkie. I _do_ need the help, here. I have to remember the good, not just the bad."

Pinkie spun around, trotting up to Cup Cake even as her mane and tail sprung back up. "I won't let you down!" She hopped up and tossed Missus Cake a salute. "We'll have everything ready in no time!"

Pumpkin and Pound Cake suddenly raised their stubby little forelegs and waved them about, gurgling and spitting up a bit. Pinkie and Cup Cake both lowered their heads to them, nuzzling the twins. Cup Cake gently swept them up and onto her back. "Okay, you two. Let's get back to the kitchen along with our new helper." She glanced to Pinkie. "Thank you."

Pinkie smiled, not one of mirth but of relief. "No, thank _you_."

* * *

><p>Nightmare Moon sat on her haunches in Mayor Mare's office, the chairs too small to accommodate her large frame. Twilight and Luna were to her left, and the mayor herself darted from various filing cabinets to the desk, each time with a manila folder to add to an ever-increasing pile already piled haphazardly on the desk. "Now here are the reports on crop returns. This one is on the culling of Whitetail Woods. Here is a report on border activities." She suddenly stopped and looked up at Nightmare Moon, who was staring up at the wall behind her. "Your highness, are you all right?"<p>

Luna stood up and walked over. She floated a folder off the top of the pile and flipped through its contents. "Hmm, expertly done, Mayor Mare. I commend whoever compiled this data." She sent it over to Nightmare Moon. "Wouldn't you agree?"

Nightmare Moon's head suddenly shot up and darted about, her eyes blinking rapidly. "What, yes! Of course!" She ripped the folder from Luna's telekinetic grip, sending pages scattering across the room. Her cheeks turned bright-red as the papers flew about in the air. She bared her teeth as she snagged each one, bringing them back to her. She glanced at them, putting them back into proper order before placing them onto the open folder and looking at the first page. Her eyes narrowed and the folder floated closer, stopping only an inch or two from her muzzle.

Silence descended upon the office as Nightmare Moon continued to read, flipping from page to page. Finally, she set the folder down on the desk and locked a penetrating stare onto Mayor Mare. "Thank you, Mayor. That _was_ a most informative report on crop production. So, what is being done to increase yields and better distribute them?"

Mayor Mare's mouth opened. She slid the folder closer to her and picked out a single sheet of paper closer to her. "B-but, your majesty, everything that can be done is being done. There's nothing more we can do without increased solar output and the temperatures rising. It's right here." She leaned forward. "Did you... miss that?"

Nightmare Moon shook her head and waved Mayor Mare off. "W-what? Of course I didn't! I saw it on the page. It's simply that as mayor, you're the leader of the community and must direct those under you to accomplish the tasks set before them."

Luna spoke up. "Mayor Mare is doing the best she can under these extremely trying circumstances, Nightmare Moon. All the ponies here are. There is simply nothing more they can do. No amount of ordering or shouting can change those cold, hard facts."

Nightmare Moon locked eyes with her counterpart. "What are you implying?"

Luna stared right back, not flinching or moving. "I am not 'implying' anything. I am stating facts that Mayor Mare had already said. You understand that, yes?"

The temperature in the room seemed to drop even more than it already was. Before Nightmare Moon could open her mouth, Luna continued. "I think you and I need to have a full conversation, Nightmare Moon. And I think if we do it while conscious, half the town will be leveled before we're done. Therefore, I propose we talk things out on in more 'neutral' setting."

Mayor Mare blinked. "Excuse me, 'while conscious'?"

Nightmare Moon paid her no heed as she nodded. "Very well, Luna. I see your wisdom in _that_, at least." She looked to Mayor Mare, then Twilight "I shall see you in a minute or two after I'm proven right." And with that, she stood up and turned to directly face Luna. Her eyes rolled almost into the back of her head, her eyelids closing until only a sliver of faintly-glowing white could be seen.

Luna mirrored Nightmare Moon's actions, but before she closed her eyes, she looked to Twilight. "This won't take long here," she said before turning her head to face Nightmare Moon. Within seconds her own eyes closed.

Mayor Mare stared at the two alicorns. She trotted around her desk up to Nightmare Moon, stood up on her hind legs and waved a hoof in front of her muzzle. She swiveled around to face Luna before repeating the hoof-waving. She dropped back to all fours before looking to Twilight. "What is going on between them..." She suddenly stopped. "Oh, I'm terribly sorry, but I never _did_ catch your name."

Twilight straightened up. "Oh, that's all right, Mayor. I don't think it came up in conversation. My name is..." She paused and leaned back, eyes widening. "M-my name is... Dewdrop Dazzle!" she suddenly blurted out, sweat forming on her brow despite the cold. Her hood tugged down over her forehead and eyes, casting the rest of her face into shadow.

Mayor Mare arched an eyebrow, but waved her off. "No skin off my muzzle." She waved to the two alicorns. "So as I was about to ask, what are they doing?"

Twilight slid off her chair and cantered around until she stood between the pair. "My guess is they're dreaming. Princess Luna can enter into the dreams of ponies in my Equestria, so I'd bet they're both dreaming right now, talking to each other through them."

Mayor Mare nodded. "I shall take your word for it. How long would this take? Is this safe for them?"

Twilight shrugged. "I don't have an answer for either of those questions, Mayor. The only thing we can do right now is wait and hope for the best."

* * *

><p>Nightmare Moon flew through the nothingness of the dreams, an inky-blue void with scattered white dots and fog floating through it. The fog thickened, turning from a mist into a thick bank. Nightmare Moon's eyes glowed and the tip of her horn sparked, but the fog remained around, cutting off the range of her vision to a few feet. She snarled and stomped her hooves, spittle flying from her mouth. "Luna, where in Tartarus are you?"<p>

Two huge moons suddenly appeared in the sky, shrinking and changing into eyes. They blinked and Luna's face appeared around them, followed by her body. She walked forward, the fog parting in her wake. "Ah, excellent. You're here."

Nightmare Moon stared at her. "A bit dramatic, even for us." She looked about the fog, eyes narrowing. "What does this represent? Whose dream are we in?"

Luna's right ear waggled back and forth. She tilted her head up. "Can you not hear them, Nightmare Moon? I can, and you _are_ me, after all. It's not loud, but it's there."

Nightmare Moon looked around, ears flapping. "Hear who?" She lurched forward, coming within inches of Luna. "Who else is here, Luna? Speak up!"

Luna's horn lit up and the faint murmurs of voices were now audible. "Can you hear them now, Nightmare Moon? These are the thoughts of Equestrian citizens, little ponies sleeping."

Nightmare Moon smirked. "My future subjects?"

Luna shook her head. "Your future _victims_."

The fog suddenly disappeared, leaving the pair standing in a field covered in snow. Gravestones, little more than stone slabs with inscriptions, poked out at haphazard intervals as far as either could see. The voices increased in number and volume, now comprehensible to Luna and Nightmare Moon.

_"So cold, so cold."_

_"Why did Mommy and Daddy have to go away?"_

_"When will it be warm again?"_

Nightmare Moon flapped her wings and stumbled back, kicking down some of the tombstones. For every one she destroyed, though, two more sprouted. Her head darted back and forth. "What is this?" she cried out. She planted her hooves into the ground and glared at Luna. "What trickery is **THIS**?"

Luna matched Nightmare Moon's glare and walked forward. "This is no trickery, Nightmare Moon. This is their future, either under the Tyrant Filly's reign or if you usurp her as you are now. I know from personal experience how difficult–"

Nightmare Moon fired a beam of magic from her horn, enveloping Luna and vaporizing her. "You will **CEASE **this prattling! I want their love and adoration, not their demise!"

Luna suddenly reformed next to Nightmare Moon. She let out a sigh as Nightmare Moon cantered to her right in shock. "As I was saying before being interrupted, I know how difficult it is to accept this, but it's true. This is Equestria's fate with Eternal Night." She waved a foreleg at the graves. "Are you _really_ so surprised? Even I had some inkling before learning the full truth."

Nightmare Moon rounded around to face Luna once more. "N-no! I have no intention of doing this! I will ensure all of my subjects are well cared for! They will love me for what I do for them! This is some fantasy, concocted by someone who has no idea of our true powers!" She chuckled and shook her head. "Perhaps the Elements removed more than you think they did, my dear counterpart." She craned her head up and around. "Tell me, is it my imagination, or is your horn a little shorter than before?"

Luna turned and looked to the graves. Snow had begun to fall. "They removed my blindness to plain facts and the truth. This world barely exists with the sun on the horizon. Do you _really_ think it could last without it?" She looked to the sky as another moon rose into the sky, a pale-gray orb. "Our magic is great, but it cannot substitute for the sun."

The wind kicked up. Nightmare Moon flinched slightly while Luna stood, not even her mane or tail ruffling. "The cold, the dark, all closing in on them. On you. The plants would die, depriving the animals of the base of the food chain even worse than how it is now. They would die, and then the ponies themselves would pass."

Nightmare Moon suddenly turned and lunged at Luna, but Luna's body wavered, turning translucent and allowing her counterpart to pass through her. Luna turned even as Nightmare Moon skidded and stumbled in the snow, solidifying once more. "And on a throne of ice would sit a beautiful, terrible princess, her heart almost as cold as the frozen wasteland she ruled. The land will be covered in snow, the only sounds the wind as it howls, sounding more like the cries of the dead. All that the ponies built would fall into decay and ruin, swallowed up by drifting mounds of snow and ice. _That_ will be the result of Eternal Night, Nightmare Moon. That will be your legacy, if the word 'legacy' can be applied."

Nightmare Moon stood and turned, lunging at Luna once more. She passed through Luna again, this time striking the snow and falling _through_ the snow. She plummeted through space, flapping her wings but unable to gain control of her fall. She suddenly landed on a stone floor, the breath driven from her body.

A few minutes passed before Nightmare Moon stirred and raised her head. She saw a snow globe on the floor in front of her. Curiosity overtook her and she floated it over. Even in Nightmare Moon's telekinetic grip it felt heavy and wobbled around. Inside was a miniature version of Canterlot. The water surrounding it was frozen solid, the flakes suspended in mid-float. Her eyes lost their focus and the globe dropped to the floor, shattering and sending shards of glass spraying out.

Luna emerged from the shadows. "And that is Equestria's fate, as well as your own if you continue down this path." The tip of her horn glowed as she slowly approached Nightmare Moon and kept her eyes locked on her counterpart.

Nightmare Moon slowly rose, keeping her head down. Her mane hung straight down, covering half her face and neck. "I just want them to love me, to admire me like Celestia." She closed her eyes and her body shook. "It's not fair, not fair! She got all the love, all the attention. I want that, too. It's not right!" Her head shot up and she locked eyes with Luna. "You know what I'm talking about, too! Don't try to deny it, either. You're me. You were _**THERE**_!"

Luna nodded. "I know your feelings, Nightmare Moon. They _are_ mine, yes. Or rather, they were." She placed a hoof on her barrel and stared off to the side. The floor faded, leaving them hanging in the ether once more. "Jealousy and hatred blinded you. The ponies hid during the night because of the dangers just outside their homes, not because they feared you."

Nightmare Moon scoffed and shook her head. "I fought those dangers. _We_ fought those dangers. We did our best for them, but it meant nothing."

"So they deserve to freeze to death?" Luna retorted, her gaze sharpening. "Their worst 'sin' was, what, neglecting us? Hardly one that calls for their slow, tortuous demise."

Nightmare Moon bared her fangs and snarled. "Will you stop that? I will _not_ kill them!"

Luna nodded to her. "You're right. You won't kill them. The cold will do that instead. They will suffer lingering, slow deaths because ponies a thousand or so years ago stayed inside during the night. That seems quite fair to me. Does it seem fair to you?"

Nightmare Moon opened her mouth, but closed it. She slowly shook her head. "I won't kill them," she repeated. Her eyes narrowed and flashed white. She raised her horn and fired a beam of magic at Luna. "Stop _saying that!"_

The beam enveloped Luna and she suddenly turned to ice. It shattered and blew off in a sudden gust of wind. The ice shards flew about before spiraling about and compacting together into Luna again. "I say it because it's the truth, a truth you _need_ to hear and understand. And please don't try that again. We both know physical attacks are meaningless here."

Nightmare Moon stomped on the ether. "I will not be talked to like a foal!"

"Then stop acting like a foal and _listen_ to me!" Luna said, an edge to her voice. "What I am telling you is the truth, whether you wish to believe it or not. Eternal Night will destroy this land and leave it full of corpses. We've seen how much suffering has happened with the sun mostly taken away. Things would be worse with its total absence. So stop plugging your ears and listen!"

Nightmare Moon growled. "All right, fine. I will bring back the sun. Then all here will flock to my sister once more. I'll have gained _nothing_!"

Luna shook her head. "No. You'll have gained perspective, as well as the maturity to put others before your own desires. You'll have saved countless lives – neigh, the planet – and you'll have proven that you can see beyond your own muzzle." She paused for a moment. "Please, show that you can look beyond your own ego, to those you swore to protect. I know how you felt, how you feel now. I've been there, as much as you."

Nightmare Moon closed her eyes, and responded.

* * *

><p>"The only thing we can do right now is wait and hope for the best."<p>

Nightmare Moon's eyes suddenly snapped open, sending Twilight skittering back in shock. She waited for Luna to open her eyes before bowing her head. "Very well." She looked to Twilight, who was sitting on her haunches. "What are you doing on the floor?"

Twilight scrambled to her hooves. "W-well, I was just expecting whatever it was you were talking about would've taken longer." She looked to Luna. "So... what did you talk about?"

Luna pointed a hoof at Nightmare Moon. "Please ask her."

Both Twilight and Mayor Mare turned to Nightmare Moon, who shifted ever so slightly under their expectant eyes. "The time for talking is past," she finally said, stomping a hoof on the floor and sending her audience hopping into the air by nearly a foot. "I know what must be done. The Tyrant Filly must be stopped... and the sun must rise once more over Equestria."

* * *

><p>1. Thanks to Cerulean Voice for help with the scene in the cemetery.<p> 


	8. Chapter 8

Applejack stood and stared at two ponies she knew either as Jonathan and Martha Apple, or Ma and Pa. They stared back at her, the silence dragging out for a minute or so before Martha held up a foreleg and pointed it at Applejack. "Dearie, are yah all right? Yah seem a bit in shock." She looked Fluttershy. "Is she all right?"

Applejack's muzzle quivered slightly. "It can't be you," she whispered. "It's no-not possible. Yer not here. Yah _can't_ be here."

Jonathan looked to Fluttershy. "Excuse me, Miss Fluttershy? Is Applejack here all right?"

Any response was cut off when Applejack surged forward and wrapped her forelegs around Jonathan and Martha's neck, hugging them tightly. Tears streamed down her eyes.

Martha slowly reached over and gently patted Applejack on her withers. "There, there. It's all right, sugarcube." She chuckled nervously as Applejack hung on, still crying. "it _really_ is all right. Y-you can let go, now."

Trixie leaned in close to Fluttershy. "What happened in your Ponyville?" she asked, her voice barely above a whisper.

Fluttershy swallowed and ducked her head down, letting her wings fold out over it. "W-well, a few years ago, there was a bad flood i-in Ponyville. I-it hit close to Sweet Apple Acres, you see."

Jonathan scrunched his forehead. "Well, nothin' like that's happened 'round these parts since tha Tyrant Filly took Celestia's powers." His expression fell and he looked to Applejack, still hugging him and Martha. "Wait a tick, here. This is making a bit more sense and I'm not liking it exactly. I even hesitate tah ask, but in yer Equestria, are Martha and I... well, are we _dead_?"

Applejack swallowed and hugged the pair tighter, bringing them as close to her as she could.

Martha sucked in a breath, then looked towards the others standing there. "Ah, Trixie, would yeh mind taking Fluttershy inside tah help out in there with... something?"

Trixie nodded. "Sure thing, Martha." She placed a hoof on Fluttershy's shoulder and led her up the porch. She stopped at the door's threshold and looked back. "Applejack?"

Both Applejacks looked to Trixie. "Yeah?" they both said, before looking to each other in a mixture of shock and embarrassment.

Trixie rolled her eyes before looking to 'her' Applejack. "Okay... Jacqueline? Will you meet us inside later?"

Jacqueline paused for a moment. She tilted her head from side to side before she nodded to Trixie. "Yes, that should work. I'll see you inside." She walked down the porch and up to Applejack. She waited for Big Mac to sidle up to her before speaking. "Applejack?" She placed a hoof on one of Applejack's forelegs and gently slid it off from around Jonathan's neck.

Big Macintosh mirrored his sister's movements, freeing his mother from Applejack's hug.

Applejack swallowed and hung her head low. "I-I am _so_ sorry 'bout that." She chuckled nervously and pushed her hat down low over her eyes. "I ain't got no excuse fer mah actions, there. I acted like a dang-burned foal towards yah."

Martha slowly shook her head. "Well, I'm not gonna say that was exactly expected, then again there's a lot that ain't exactly been expected over the past few years." She reached out and gently rubbed Applejack's cheek. "No need tah cry, sugarcube."

Applejack sniffled and her body shuddered slightly. "Yeah, yer right." She cleared her throat and blew out a breath. "Now, as I was sayin' earlier." She looked up, staring slightly askance at the two ponies before her. "We're heading tah Canterlot later on and restoring Celestia to her rightful place, but right now, iffn' there's anything yah need help with 'round here, we'll lend you a hoof."

Jacqueline arched an eyebrow. "That's an odd order of priorities. Shouldn't you deal with the Tyrant Filly, first? The land is dying by inches every second you're not there."

Applejack slowly turned to face her counterpart, chuckling nervously. "W-well, let's just say Nightmare Moon needs a bit of talking to at tha moment, you know? She needs a bit o' the lay of the land, so tah speak. She took a thousand-year nap, least she did where I come from." She glanced to Big Mac before focusing on Jonathan and Martha. "So iffn' there's anything Fluttershy and I can do tah help, just ask. We've both got four good hooves ready tah kick apple trees! Or anything else, really."

A sudden gust blew through, causing everyone to shiver. Jonathan and Martha walked around the porch and glanced at the orchard extending out behind and beyond the main house. "Looks like there's not enough fer kickin'," Jonathan said, his expression downcast.

Martha leaned in close to Jonathan before turning around, but she gasped as Applejack was standing right behind her, leaning in close. She stumbled back, landing on her backside.

Applejack craned her head and neck forward. "So, no applebucking? Yah sure?"

Jacqueline trotted forward and slid herself between Applejack and Martha. "Mother is sure," she said, her tone cool.

Applejack swallowed and bowed her head, letting her hat slide down to shadow her eyes. "Sorry."

Martha groaned slightly as Jonathan helped her back to her hooves. "I-it's all right," she said. "No harm, no foul here. Jus' a little surprised is all." She dusted herself off. "Now, Applejack, Jonathan and I have tah take a tour around tha perimeter and check on guards and patrols." She looked to the sky. "There's been reports 'o raiders moving in from Cloudsdale and we've gotta be careful."

Applejack's mouth dropped open. "'Raiders'? F-from Cloudsdale? What tha hay? No, _how_ the hay does that work?"

Jacqueline regarded her. "With the breakdown of the central government, among other things, a lot of ponies have struck out for themselves. Cloudsdale's one of the biggest, and they've gotten bolder with every raid."

Applejack snorted. "Ah, hayseeds! This is that time when ponies should stick together, not break apart!"

Big Mac trotted up to Applejack. "Times are tough, here. Ponyville itself is barely able to take care of its own. There's even rumors of worse happenin' elsewhere."

Applejack shook her head. "That's _precisely_ why ya'll gotta stick together, like caramel to an apple!" She held a foreleg out and swept it around. "There's nothin' a little talkin' can't settle, especially with yer fellow pony. Just sit 'em down and–"

"It's rather difficult when the pegasi are darting about trying to _steal_ all that's keeping you alive for themselves," Jacqueline said. She glanced at the ink-blue sky. "Mother, Father, we're burning what very little daylight we have left. Applejack, I don't wish to be seen as rude, but we all have a lot of things to do at the moment and very little time to accomplish them in. We all appreciate your offer of assistance, but we don't have time to... to dilly-dally."

Martha gasped. She marched right up to Jacqueline, her expression darkening with each step."Now, see here! That is no way to talk to one o' yer kin, even if she's not from 'round here. She and Fluttershy offered their hooves fer help, and it'd be mite snooty _and_ short-sighted of us tah turn them down."

Jacqueline leaned back slightly, barely able to meet her mother's glare. "I-I didn't mean it like that, Mother! I _do_ appreciate her offer. But we also don't have time to waste either. We both know the truth of that."

Jonathan rolled his eyes to the sky and shook his head. "Celestia's sake, not again," he muttered, even as his wife and daughter continued to glare at each other.

Applejack trotted up to his side and leaned in close. "They... do this often?"

Jonathan shrugged. "It can flare up from time tah time. Most often they get along, but every so often bees just get into their bonnet and buzz around. Not sure when it started, but it's gotten a mite bit worse over tha past few weeks." He strode forward, pushing in between the two mares. "All right, all right! Settle down you two. _Again_."

Applejack slowly shook her head as Big Mac walked up to her. "B-but, it's her ma! Why'd she be arguin' with her at all?"

Big Mac quirked an eyebrow at her. "Yah didn't argue with yer own mother before she..." He suddenly nodded. "Ah, right." He strode up to Jacqueline and nudged her away from Jonathan and Martha. "Come on, now. We got work tah do, like you said. Inside, little lady. Inside now!" He walked with Jacqueline past Applejack, but stopped. "Listen, yah said Nightmare Moon needs a 'lay of the land', right? I think Jacqueline's forecasts can give yah a good report fer her tah read."

Applejack's eyes widened. She looked from Big Mac to the counterparts to her parents, then back to Big Mac. "Well, I don't know..." She scratched the back of her head, rustling her cloak's hood. "Never been very good with fancy mathematics, yah see."

Big Mac stopped right in his tracks. He turned and stared at Applejack, then turned to Jacqueline before looking back at Applejack. "Yah-yah sure 'bout that?" he asked, jaw working a bit.

Applejack shrugged. "I usually left all that tah you. O-or rather, the 'you' from where I'm from." Her brow furrowed and her eyes crossed slightly. "Dang it, this is _never_ gonna be easy tah keep straight."

Jacqueline chuckled lowly. She turned to the main house, but paused and motioned to Applejack. "Well, there's one way to tell us apart, then. Still, you might as well come along for the forecasts anyway. There's not much that's complex about failing crops." Her expression darkened at the last words, and she walked up and into the house, Big Mac following.

Applejack trotted over to Jonathan and Martha. Her eyes darted back and forth between the two. "Ah wish I could go with you two, but Nightmare Moon _needs_ this info." She looked down at the ground and kicked it. "I know yer not mah parents back home, and I'm sorry fer how I acted towards yah earlier. I just–"

Jonathan spoke up. "No worries. Yer an Apple. Yer family, no matter what. And when you and yer friends settle things in Canterlot, stop by again, okay? We can talk a bit better then."

Applejack's eyes shone. She ducked her head low and composed herself before speaking. "Much obliged," she choked out. She backed up, turned and headed into the house.

* * *

><p>Fluttershy and Trixie walked through the living room, passing by several ponies and even two donkeys. Fluttershy nodded to several of them and waved, but she was met with cold glares and even some hoof-dragging across a hardwood floor. She shrank down, letting her mane and hood cover her head.<p>

Trixie looked to her as they walked into the kitchen. "You'll have to forgive them. Strangers not wanting to steal our food and supplies is something of a rarity, and I'm not talking about our defense coordinator." She suddenly paused. "Wait, do you know anyone named 'Rarity Belle' in your Ponyville?"

Fluttershy nodded. "Oh, yes! A-although in my Ponyville, she's a fashion designer." She rubbed her chin. "Although your Rarity's saddlebags _were_ a bit brighter than everyone else's."

A chuckle escaped Trixie as her horn glowed and she opened several cupboards. A burner on a gas stove suddenly ignited below a tea kettle as cups, saucers and teabags floated out and about. "She hides it as well as she can, but not being able to go into the fashion industry kills her inside every day." Her expression fell. "Sometimes late at night she gets into the cider a bit much while over here visiting Applejack. She goes on about not being able to follow her dream of opening up a clothing shop, and you don't know if you wanna slug her or hug her." She looked to Fluttershy. "She's not the only one who's had to shelve their dreams because of this endless twilight." She suddenly held up a hoof. "Pun _not_ intended."

Fluttershy nodded as she took a seat at the kitchen table, Trixie following suit and floating over a couple of cups of tea. Fluttershy slipped a foreleg into the handle, took a tentative sip, then a larger one. "Thank you, Trixie. So, how did you end up here? I-if you don't mind me asking, that is."

Trixie glanced at the door leading to the living room, then looked to Fluttershy and slumped down in her chair. "Well, it was in Manehattan. I had run from Canterlot almost without stopping and, through a series of convoluted incidents, found myself living with Applejack and her Aunt and Uncle Orange in their hotel. I won't elaborate on why I ran off or how I ended up here and – what? What is it?"

Fluttershy covered her mouth, but it did little to hide several small chuckles. She shrank back a bit, cheeks colored a pale pink. "O-oh, sorry. It's just we met you back in our Ponyville, or our own version of you, which is not to say you're not just a Trixie but..." She sighed and shook her head. "Boy, this really _is_ hard to put into words."

Trixie waved her off. "It's all right. I'm guessing 'your' Trixie would elaborate, weave some grand tale about her exploits?" At Fluttershy's small nod she slumped down. A bottle of hard cider floated out of a drawer and landed on the table. "Perchance to dream of what might have been." She uncorked the bottle and took a swift belt from it, shuddering slightly.

The two sat in silence for a bit, several other residents coming and going around them. Fluttershy suddenly slid off her chair, floated over to Trixie's side and draped a wing over her. Trixie startled slightly, but remained sitting. "You know, I'd love to hear some of what happened to you, at least. If you're up for it."

Trixie's face scrunched in concentration as Fluttershy went back to her chair. Her horn lit up and a hazy cloud of magic formed above the pair. Several other ponies and the donkeys walked in, stopping and looking up. "Watch in... in... amazement, Fluttershy, as I regale you the tale of the last pony to see the Tyrant Filly _before_ she usurped the powers of the Princess!" She suddenly hopped onto the table and thrust her forelegs up. "Behold!"

* * *

><p><em> "Would you like to be Trixie's friend?" she had asked, excitement in the undercurrents of her voice.<em>

_Twilight Sparkle turned her head and smiled as the exam proctors called her. "I'll answer you after the exam!"_

_Trixie bounced up and down in excitement. She was going to finally have a friend!_

_Then, the Sun stilled. When things had calmed down, rampant curiosity had brought Trixie into the Exam Room._

_That Filly had turned her incandescent eyes on Trixie. "I'm sorry, but can you tell Trixie I'm going to be too busy to be her friend for a while? I want to, but I need to fix this."_

* * *

><p>"... I ran, straight out of the School for Gifted Unicorns and as far away from Canterlot as possible. I had no family even then, so there was nothing holding me there. Fortunately Equestria was still... Equestria, so I was able to find shelter on my journey. But by the time I reached Manehattan, things had begun to grow dim for Equestria, like the sky overhead."<p>

Several others had gathered around Fluttershy, watching Trixie as she painted the air with ethereal images of her travels. She looked down at the crowd, gasping slightly. "You're all listening to me?"

A stallion that Fluttershy recognized as Caramel spoke up. "Hay yeah, Trixie! I never knew you had a talent for this, I tell you! Keep on going!" The others around cheered, waving their hats in the air.

Trixie motioned to him and opened her mouth, but the _slam_ of the front door, as well as Jacqueline and Big Mac marching through the kitchen, interrupted her. "I cannot believe she's me, even some alternate version," Jacqueline said, growling. "I know I was not exactly the most sophisticated pony before Manehattan, but even so!"

Big Mac rolled his eyes, but stopped as his gaze fell on Trixie, still on the table. "Trixie, yah might wanna be careful. I haven't gotten 'round tah fixing the wobble on one of tha legs."

Jacqueline's right eyebrow arched. "And what _were_ you doing up there?"

Trixie slid back down to the floor. "Telling a story," she said, grinning slightly. "Fluttershy asked me about Canterlot, so I told her. And others as well." She rose to her hind legs and bowed. "Thank you all for listening!"

Jacqueline walked into the crowd and waved a foreleg around. "As amusing as this sounds, we all have important tasks to do before the end of the day. Now go on, everyone."

The audience grumbled slightly, but went about their previous business, leaving the kitchen.

Trixie dropped back to all fours. "Well, I think it did some good." She rubbed her chin. "I wonder if I should try to improve the images, or work on the vocals instead. " She looked to Fluttershy, still sitting at the table. "What do you think? How did your Trixie handle things?"

Fluttershy's head seemed to shrink behind her mane and hood. "O-oh, she m-mixed things u-up a bit. Admittedly I didn't see m-much of her act." She suddenly stood up and walked to Jacqueline. "H-how did things g-g-go with Applejack? Is she outside with her – I mean your parents?"

Jacqueline nickered slightly. "She should be along soon, though Celestia knows if she'll be able to follow what I say."

Big Mac grunted and 'gently' nudged her, sending Jacqueline stumbling slightly. "Ah think she can follow it pretty well." He looked to Trixie, suddenly grinning. "Yah'll be all right with Fluttershy fer a bit longer, schmoopie-doo?"

Trixie cantered over and kissed Big Mac. "I think we can manage for the time-being. Now go on and make sure things don't go pear-shaped." She stepped back, smiling as Big Mac and Jacqueline turned and walked up a staircase to the second floor. She turned, stopping as she saw Fluttershy staring right at her. "What?"

Fluttershy suddenly blinked and shook her head. "What? Oh, sorry! That just took me a bit by surprise." She leaned forward, wings spreading out slightly. "You and Big Macintosh?You're each other's special somepony?"

Trixie smiled and her eyes sparkled. "He swept me off my hooves, the smooth-talker. Three years next month." She looked down to the floor. "Even in all this, there's a little bit of happiness." She glanced up at Fluttershy. "Can you _really_ fix the sun?"

Fluttershy's brow scrunched. She hopped up, punched the air and spun about. "Don't worry, Trixie! We'll fix things in Canterlot!"

Trixie's expression brightened. "When you come back, tell me about it. The... something-something Trixie will spread your tale far and wide!"

Applejack walked in. She stopped by the threshold and slid her hat off, but put it back on. "No hat rack," she muttered. She looked to the pair. "So where'd Big Mac and tha other me go off tah?"

Trixie pointed to the staircase. "Second door on the left is Jacqueline's room. You can't miss the big orange on it."

Applejack's right eyebrow rose. "Say, _what_? Don't she have no pride in bein' an Apple?" She grunted before trotting up the stairs, leaving Trixie and Fluttershy below.

Trixie's mouth dropped in shock. "I hope she doesn't say anything like that upstairs!"

Fluttershy walked to her side. "Well, my Applejack is _very_ proud of being an Apple. Is yours not so proud?"

Trixie hesitated for a moment before shrugging, her cape fluttering slightly against her body. "It's complicated. Ooh, I'll tell you about it while I do maintenance and repair out in the barn!" She walked out of the kitchen, Fluttershy following as she made her way to the front door. "I can work a bit on my stage name, too. I haven't given that any thought in _years_."

* * *

><p>Applejack walked up the stairs, quickly spotting the door and knocking on it. Jacqueline's muffled voice bade her to enter and she pushed it open, walking in. She looked around the room, noting how clean and organized it was. A bed, dresser and desk, all oak, dominated the room, several pictures of a younger Jacqueline, Trixie and Aunt and Uncle Orange on the dresser. Jacqueline and Big Mac were at the desk, a pair of glasses on Jacqueline's muzzle that had Applejack thinking of her Rarity. "Sorry I'm late." She walked up to Big Mac's side and looked down at several unrolled scrolls on the desk. She twisted her head around and narrowed her eyes. "So... what am I lookin' at?"<p>

Jacqueline glanced up from her reading. "It's our crop yields over the past year and projections for coming seasons. Our predictions are rather dire at the moment."

Applejack looked up and rolled her eyes. "Well, anyone could've figured that out jus' by looking at tha trees and tha land. Tha lack of sun and warmth's killing them, and we're starvin' 'cause of it. Not much more tah say, is there."

Jacqueline eyed her counterpart down her muzzle. "That is the bare facts, Applejack. There's a lot more to it than 'lack o' sun'," she said, the last words drawled out. "Both Mayor Mare and Nightmare Moon will need as concise and comprehensive a report as possible, for both long and short term planning. Even when the sun comes back, there's going to be a lot of work ahead for us." She looked to Big Mac. "Make sure not to get these mixed up."

Big Mac rolled his eyes, "Yah trip over a log _one_ time and I've never heard that end o' it."

Jacqueline chuckled slightly, then turned back to Applejack, her expression darkening. "I'm quite surprised you haven't learned the value of detailed reports. Do you run Sweet Apple Acres back in your Ponyville?"

Applejack tilted her head from side to side. "Well, I never did get much into tha fancy mathematics much. Truth be told Big Mac is more tha stallion behind that scenes where I come from."

Jacqueline opened her mouth, but hesitated for a moment. She slowly shook her head. "I... how? In your Ponyville, Mother and Father – "

"Ma and Pa."

Jacqueline blinked, but nickered slightly. "'Ma and Pa', as you put it, have passed on. How much responsibility do you have, there? Granny Smith's retired in our Sweet Apple Acres, but does she still run things there? How could you not have learned the ins and outs of business practices and the need for detailed information? Those were some of the first lessons taught to me by Auntie and Uncle, and I took them to heart!"

Applejack snorted. "Aunt and Uncle Orange, from Manehattan? Yah went there, too? Ah, no wonder yer so high-falutin' and wearing them fancy duds. Yah stay there a while after tha sonic rainboom, I'm guessin'?"

Big Mac slapped a hoof against his forehead. "Ah, dang, that ain't good," he muttered.

Jacqueline's eyes narrowed as the temperature in the room suddenly plunged. "I... went there, yes. And when the sun stilled, I remained for a while. What else was I to do at the moment?"

Applejack shrugged. "Go be with yer family, maybe?"

Jacqueline's jaw wavered for a moment. She leaned forward, planting both fore hooves on her desk and glaring at Applejack. "W-what precisely do you consider Aunt and Uncle Orange to be, then, strangers who just _happen_ to be your mother's sister and brother-in-law?"

Applejack backed up a bit as Jacqueline slid off her chair and stalked over to her. She held up a foreleg. "N-now wait just a dang-burned minute, here! I got nothin' against Auntie and Uncle Orange back where I come from! They took me in when I ran away from home. It's just they were a bit too frou-frouy fer me!"

Jacqueline peeled her upper lip back, exposing her teeth. "Oh, I see! That's _all_ they did for you? All they did was take in someone who ran away from home, gave them almost no warning she was coming, let her stay with free room and board and tried to teach her how to act all properly! But I guess being 'frou-frouy' is an unpardonable sin for you!"

Applejack glared right back and leaned forward, butting foreheads with Jacqueline. "Now hold on, missy! I didn't say _nothing'_ like that! Yer right, they took me in and fer that I'm forever grateful, but Aunt Orange was way too different and too changed from what she was 'fore she moved tah Manehattan and married that Orange fellow. She wasn't no Apple no more."

Jacqueline stared at Applejack. "She... she wasn't..." She suddenly leaned back, letting Applejack stumble forward before slapping her counterpart right across the muzzle. "How _**DARE**_ you say that about her! She and Uncle Orange were wonderful ponies and wonderful family! They took me in, took Trixie in and helped out Celestia knows how many others!"

Big Mac suddenly slid between the two, thrusting his forelegs out. "Okay, simmer down, ya hear!"

Applejack slowly turned back to face Jacqueline, a hoof rubbing an already-forming bruise on her nose. She ignored Big Mac, snarled and stomped the floor. "Then why ain't yah back there in tha big city, huh? Why ain't yah there instead of here?"

Jacqueline's eyes lost focus for a moment. "Do you think I'm here in Ponyville because I _want_ to be? Do you think Trixie and I would've left Aunt and Uncle Orange if we had a damned choice in the matter? Did you fail to notice how I said they 'were' wonderful ponies?"

Applejack's eyes widened as the implication hit her. She backed up slightly. "T-they're... dead?" She looked to the floor, sliding her hat off her head and placing it over her chest. "I'm sorry. I didn't know."

Jacqueline's body heaved slightly. Her gaze drifted down to a point in space somewhere past Applejack and Big Mac. "Things got bad, real bad. The Royal Guard was called in, but rioting broke out in the Broncos. It spread throughout the city, and quickly reached A-Aunt and U-u-Uncle's hotel..."

* * *

><p><em> "How full is the carriage?"<em>

_"We got room for the two fillies, but that's _it!"

_"Take them, then. Please!"_

_Jacqueline and Trixie looked around at everyone galloping about, their ears folded against their skulls because of the din. Jacqueline reached up and tugged on Aunt Orange's sleeve. "Auntie, what's going on? Is it the bad ponies?"_

_A pair of forelegs suddenly scooped her up and deposited her into the carriage interior, Trixie following. She squirmed about a bit, pushing against other ponies before sticking her head out the window. "Auntie! Uncle!" she cried out._

_Aunt Orange walked up to the carriage and gently touched first Jacqueline's hoof, then Trixie's. "Make your way to Ponyville. You'll find family, there. Talk to Granny Smith and Martha Apple. They'll help you two out." She suddenly reached back, slid a pin off of her mane and hoofed it to Jacqueline. "Take care of each other, and remember. We love you."_

_The carriage started rolling, carrying Jacqueline and Trixie off and out of Manehattan. The two called out to Aunt and Uncle Orange, not quite understanding what was going on._

* * *

><p>"We kept on going, eventually reaching Hoofington. Trixie and I wandered a bit before coming upon Sweet Apple Acres. I wrote Aunt Orange dozens of times, but the riots took their toll. I haven't gotten anything back, and I don't think I ever will."<p>

Applejack swallowed, her cheeks burning scarlet. " Aunt and Uncle Orange, Ma and Pa. I am a dang-burned fool, and I'm sorry fer what I said earlier. That was wrong o' me."

The corners of Jacqueline's mouth turned upward, slowly and slightly. "And I apologize for treating you like I did. I had missed that you and I share the same pain, the pain of losing two people that you looked up to and guided your formative years. Mother and Father for you, Aunt and Uncle Orange for me." She looked up to Applejack. "After you've saved Celestia and after... talking to Mother and Father, could you do something when you return to your home?"

Applejack nodded. "I think I got a hankerin' on what yah want me tah do. Write to Aunt and Uncle Orange?" At Jacqueline's short nod Applejack, placed a hoof over her heart. "I swear tah yah, Jacqueline. I'll write them."

Big Mac looked from one to the other before lowering his forelegs and sighing. "Great we got that settled." He turned to the desk, scooped up several scrolls into his saddlebags and then cantered to Applejack's side. "Ready tah head back tah Ponyville?"

Applejack chuckled slightly. "Ah, heck. And I didn't even get tah help y'all out any."

Big Mac looked to Jacqueline, who was visibly more relaxed than mere moments ago. "Not too sure 'bout that."

The three were startled by a sudden banging from the wall. Jacqueline glanced to a window and gasped at the sight of a blue pegasus banging against the reinforced glass. "Sweet Celestia above, it's a pegasi raider!"

Applejack arched an eyebrow. "What? Aw, hay no! That's mah friend Rainbow Dash!" She walked up to the window and placed her hooves against the frame, but the window stayed shut. Applejack grunted and groaned as she tried – and failed – to open the window. "Land's sakes," she said, looking up at the top of the sill. "It's locked. Ah guess Apple Bloom's right when she calls me a silly pony." She reached up, undid the lock and heaved the window open.

Rainbow Dash flew in, flapping her wings and sending her cloak billowing out. "Oh my gosh oh my gosh this is bad and I mean _bad_!" She suddenly stopped and looked from Applejack to Jacqueline. Her right eyebrow arched. She opened her mouth, but suddenly waved a hoof in the air. "Nah, no time."

Applejack let out a sigh. "Dash, fer that yah get two barrels o' cider first day next cider season!"

Jacqueline's eyes darted back and forth. "For what?"

Rainbow Dash pumped a foreleg in the air. "All right!" she cheered, her expression turning jolly for a moment before she settled back into being serious. "Okay, bad news time! There's a cloud formation heading this way, along with a _lot_ of pegasi armed and armored up. They're about a half-hour behind me, if that."

Jacqueline whinnied and stomped the floor. "Raiders!" she gasped out. She looked to Big Mac. "Sound the alarm and shoot off the fireworks!"

Big Mac nodded before turning off and galloping out the door.

Applejack sucked in a breath as Jacqueline closed and locked the window. "Raiders? Like what y'all were talkin' 'bout beforehoof?"

Jacqueline nodded. She turned and faced Applejack, her expression grim. "It appears their desperation or boldness have beaten out their fear of the Tyrant Filly and the Royal Guard. I'm sorry to say, Applejack, but you and your companions are about to get an object lesson on how bad things _really_ have gotten here."

* * *

><p>1. Thanks to Vulpine Fury for the use of the Trixie flashback.<p>

2. Thanks to Jumbled Thought for the 'caramel to an apple' metaphor.

3. And thanks to NexysDhyArchen and Talon and Thorn for 'Jacqueline'.


End file.
